AGREEMENT 


WITH 

NORTHWESTERN  ELEVATED  RAILROAD 
COMPANY 


MARCH  31.  1919 


Approved  by  Public  Utilities  Coniai»*ion  of  Illinois 
tinder  Order  Ho.  9104  *  dated  May  28,  1919. 


dated  the  thirty-first  day  of  March,  A.  D. 
1919,  by  and  between  CHICAGO  NORTH  SHORE  AND 
MILWAUKEE  RAILROAD,  a  corporation  organized 
under  the  laws  of  the  State  of  Illinois  (hereinafter  called 
the  ''North  Shore  Company"),  and  NORTHWESTERN 
ELEVATED  RAILROAD  COMPANY,  a  corporation 
organized  under  the  laws  of  the  State  of  Illinois  (here- 
inafter called  the  "Elevated  Company"),  WITNESSETII: 

WHEREAS,  the  Chicago,  Milwaukee  and  St.  Paul  Railway 
Company  (hereinafter  called  the  "St.  Paul  Company"), 
by  Indenture  of  Lease  of  even  date  herewith  (a  copy  of  which 
Indenture  is  hereto  attached  as  Exhibit  "A"  and  is  made,  a 
part  hereof),  has  demised  and  leased  to  the  North  Shore  Com- 
pany for  the  term  commencing  May  1,  1919,  and  ending  Jan- 
uary 8, 1944,  the  property  (hereinafter  defined  as  the  "Evans- 
ton  Line")  and  rights  therein  described,  subject  to  all  the 
rights  and  interest  of  the  Elevated  Company  in  said  prop- 
erty under  an  agreement  (referred  to  in  said  Lease)  between 
the  Elevated  Company  and  the  St.  Paul  Company,  dated 
August  22,  1907,  and  has  assigned  and  transferred  to  the 
North  Shore  Company  all  the  right,  title  and  interest  of  the 
St.  Paul  Company  in  and  to  any  and  all  moneys,  rents,  profits 
and  benefits,  which,  during  said  term,  shall  accrue  and  be- 
come payable  under  said  agreement  of  August  22,  1907 ;  and, 

WHEREAS,  in  said  Indenture  of  Lease  (Exhibit  "A")  the 
North  Shore  Company  has  agreed  that  during  the  term  of 
said  lease  it  will  perform  (except  in  so  far  as  such  perform- 
ance shall  be  waived  or  dispensed  with  by  the  Elevated  Com- 
pany) all  of  the  obligations  of  the  St.  Paul  Company  under 
said  agreement  of  August  22,  1907 ;  and, 


WHEREAS,  by  instrument  in  writing  of  even  date  herewith 
(a  copy  of  which  is  hereto  attached  as  Exhibit  "B"  and 
is  made  a  part  hereof),  the  Elevated  Company  has  guaran- 
teed the  prompt  and  full  payment  by  or  for  the  North  Shore 
Company  to  the  St.  Paul  Company  of  the  rental  reserved  and 
the  compensation  specified  in  said  lease  (Exhibit  "A"),  and 
the  performance  by  or  for  the  North  Shore  Company  of  all 
its  covenants  and  agreements  in  said  lease  contained,  at  the 
times  and  in  the  manner  therein  specified;  and, 

WHEEEAS,  the  Elevated  Company  is  the  owner  and  in  pos- 
session of  and  is  operating  certain  lines  of  elevated  railroad 
and  terminals,  known  as  the  "Main  Line,"  and  the  "North 
Water  Street  Terminal,"  and  is  the  owner  of  an  elevated 
railroad  line  called  the  "Union  Loop,"  which  it  is  oper- 
ating in  common  with  The  Metropolitan  West  Side  Elevated 
Railway  Company,  South  Side  Elevated  Railroad  Company 
and  the  Receiver  of  the  Chicago  and  Oak  Park  Elevated  Rail- 
road Company,  and  is  operating  in  conjunction  with  said 
South  Side  Elevated  Railroad  Company,  as  a  through  route, 
its  cars  and  trains  upon  the  lines  of  said  South  Side 
Elevated  Railroad  Company,  a  portion  of  which  said  lines 
is  hereinafter  referred  to  and  described  as  the  "South  Side 
Terminal,"  which  Main  Line,  North  Water  Street  Terminal, 
Union  Loop  and  South  Side  Terminal  are  hereinafter  specifi- 
cally defined;  and, 

WHEREAS,  the  North  Shore  Company  and  the  Elevated  Com- 
pany desire  to  enter  into  an  agreement  abrogating  as  be- 
tween themselves,  for  the  life  of  said  lease  (Exhibit  "A"), 
the  said  agreement  of  August  22,  1907,  and  providing 
for  the  joint  use  and  operation  by  the  North  Shore  Com- 
pany and  the  Elevated  Company  of  the  said  Evanston  Line, 
Main  Line  and  North  Water  Street  Terminal;  also  (with  the 
consent  of  said  other  Elevated  Railroad  Companies  and  said 
Receiver,  which  consent  is  appended  to  and  made  a  part  of 


this  agreement)  providing  for  the  operation  by  the  North 
Shore  Company  of  its  trains  and  cars  upon  the  Union  Loop, 
and  (with  the  consent  of  said  South  Side  Elevated  Railroad 
Company,  which  consent  is  appended  to  and  made  a  part  of 
this  agreement)  upon  the  tracks  of  the  South  Side  Terminal : 

Now,  THEREFORE,  in  consideration  of  the  premises,  of  the 
said  guaranty  set  forth  in  said  Exhibit  "B"  and  of  the  mu- 
tual and  dependent  grants,  covenants  and  agreements  here- 
inafter set  forth,  it  is  agreed  by  and  between  the  parties  as 
follows : 

ARTICLE  I. 

DEFINITIONS   OF  TERMS   USED  IN   THIS  AGREEMENT. 

"Evanston  Line"  is  that  certain  railroad  and  other  prop- 
erty demised  and  leased  to  the  North  Shore  Company  by  the 
St.  Paul  Company  in  and  by  said  lease  (Exhibit  "A")  and  ex- 
tending from  the  South  line  of  Irving  Park  Boulevard,  in  the 
City  of  Chicago,  to  the  point  of  connection  of  said  railroad 
with  the  railroad  of  the  North  Shore  Company  at  the  North 
line  of  Laurel  Avenue,  in  the  Village  of  Wilmette. 

"Main  Line"  is  that  portion  of  the  railroad  of  the  Elevated 
Company  extending  from  the  point  of  connection  of  the  tracks 
of  the  Elevated  Company  with  the  Evanston  Line  at  or  near 
the  South  line  of  Broadway,  in  the  City  of  Chicago,  southerly 
to  a  point  of  connection  with  the  Union  Loop,  in  the  City  of 
Chicago. 

" North  Water  Street  Terminal"  is  that  portion  of  the 
Elevated  Company's  elevated  railroad  extending  from  the 
point  of  connection  with  the  Main  Line,  near  Kinzie  Street, 
easterly  in  North  Water  Street  to  Clark  Street. 

"Union  Loop"  is  that  certain  double-track  elevated  rail- 
road, owned  by  the  Elevated  Company  and  operated  by  it 
and  said  two  other  Elevated  Railroad  Companies  and  said 
Receiver,  in  Lake  Street,  from  Wells  Street  to  Wabash  Ave- 


nue;  in  Wabash  Avenue,  from  Lake  Street  to  Van  Buren 
Street;  in  Van  Buren  Street,  from  Wabash  Avenue  to  South 
Wells  Street,  and  in  Wells  Street,  from  Van  Buren  Street  to 
Lake  Street. 

" South  Side  Terminal"  is  that  portion  of  the  tracks  of 
the  said  South  Side  Elevated  Railroad  Company  extending 
from  the  point  of  connection  with  the  Union  Loop  at  Van 
Buren  Street,  thence  southerly  in  Wabash  Avenue  to  Harri- 
son Street,  thence  westerly  to  the  north-and-south  alley  be- 
tween Wabash  Avenue  and  State  Street,  thence  southerly  in 
said  alley  to  and  including  the  switch-back  track  south  of 
and  near  Twelfth  Street. 

''Joint  Property"  shall  be  taken  to  mean  and  include  the 
whole  or  any  portion  of  the  "Evanston  Line,"  "Main  Line," 
"North  Water  Street  Terminal,"  "Union  Loop"  and  "South 
Side  Terminal." 

ARTICLE  II. 

ABROGATION   AND   WAIVER   OF   AGREEMENT  OF   AUGUST   22,    1907,   AS 
BETWEEN  THE  PARTIES. 

As  between  themselves,  but  only  for  the  period  during 
which  said  lease  (Exhibit  "A")  shall  remain  in  full  force 
and  effect,  the  said  agreement  of  August  22,  1907,  is  hereby 
abrogated  and  made  of  no  effect,  and  each  party  hereto  hereby 
waives,  during  said  period,  the  performance  by  the  other 
party  of  such  other  party's  duties  and  obligations  under  said 
agreement.  For  and  during  the  said  period  all  the  rights, 
duties  and  obligations  of  the  parties  hereto,  as  between  them- 
selves, concerning  the  Evanston  Line,  shall  be  as  fixed  and 
determined  by  this  agreement. 


ARTICLE  III. 

ELEVATED  COMPANY^  COVENANTS  CONCERNING  NOKTH  SHORE  COM- 
PANY *S  OBLIGATIONS  AS  LESSEE  IN  LEASE  FROM  THE  ST.  PAUL 
COM^NY. 

The  Elevated  Company  covenants  and  agrees  that  it  will 
upon  demand  promptly  reimburse  the  North  Shore  Company 
for  all  the  payments  to  the  St.  Paul  Company  that  it  is  obli- 
gated to  make  and  shall  make  as  Lessee  in  said  Indenture  of 
Lease  (Exhibit  "A"),  and  will  also  seasonably  perform, 
fulfill  and  carry  out  for  and  on  behalf  of  the  North  Shore 
Company  all  the  covenants  and  obligations  of  the  Lessee  in 
said  Indenture  of  Lease  (Exhibit  "A")  which  the  said  Lessee 
is  or  may  be  required  to  perform,  fulfill  or  carry  out. 

AETICLE  IV. 

GRANTS  BY   THE   NORTH  SHORE   COMPANY. 

The  North  Shore  Company  hereby  grants,  assigns  and 
transfers  to  the  Elevated  Company  all  moneys,  compensation, 
rents  and  profits  which  shall  accrue  and  become  payable  to 
the  North  Shore  Company  under  said  Indenture  of  Lease 
(Exhibit  "A")  after  May  1,  1919,  and  during  the  life  of  said 
Lease. 

The  North  Shore  Company  hereby  covenants  and  agrees 
that  there  shall  be  included  in  the  property  to  be  jointly 
used,  enjoyed  and  operated  by  the  North  Shore  Company  and 
the  Elevated  Company  under  the  provisions  of  this  agree- 
ment the  tracks,  rails,  ties,  poles,  wires,  cables,  high  tension 
lines,  buildings  (except  its  buildings  at  Church  Street  and  at 
University  Place)  and  appurtenances  owned  by  the  North 
Shore  Company  and  situated  in  the  City  of  Evanston  and  in 
the  Village  of  Wilmette,  south  of  the  north  line  of  Laurel 
Avenue,  in  said  Village.  The  rents,  issues  and  profits  of  said 


6 

property,  if  any,  accruing  or  to  accrue  during  said  term,  shall 
belong  to  the  Elevated  Company.  The  Elevated  Company 
agrees  to  keep  and  maintain  said  tracks,  rails,  ties,  poles, 
wires,  cables,  high  tension  lines,  buildings  (except  the  North 
Shore  Company's  buildings  at  Church  Street  and  at  Uni- 
versity Place)  and  appurtenances  in  good  operating  order 
and  repair  during  said  term,  and  to  pay  all  taxes  and  assess- 
ments levied  or  assessed  against  said  property. 

If  at  any  time,  or  from  time  to  time,  it  shall  be  necessary, 
because  of  track  elevation  or  otherwise,  the  Elevated  Com- 
pany may  move,  or  place  underground  in  conduits,  all  or  any 
portion  of  said  poles,  wires,  cables  and  high  tension  lines,  and 
the  cost  of  the  same,  as  to  such  portions  of  said  poles,  wires, 
cables  and  high  tension  lines  as  are  south  of  Isabella  Street, 
in  the  City  of  Evanston,  shall  be  borne  and  paid  by  the  North 
Shore  Company  and  the  Elevated  Company  in  the  proportion 
of  the  use  thereof  then  made  by  the  respective  Companies. 

ARTICLE  V. 

PROVISIONS  FOR  JOINT  AND  COMMON  USE  AND  OPERATION  OF 

PROPERTY. 

(a)  The  Elevated  Company  and  the  North  Shore  Com- 
pany covenant  and  agree  that  they  may,  shall  and  will,  for 
the  term  commencing  May  1,  1919,  and  continuing 
during  the  life  of  said  Lease,  jointly  use,  enjoy  and 
operate  the  tracks,  stations,  platforms  and  other  facil- 
ities of  said  Evanston  Line,  Main  Line  and  North 
Water  Street  Terminal,  and  the  North  Shore  Com- 
pany (with  and  subject  to  the  terms  of  the  consent  of  the 
said  The  Metropolitan  West  Side  Elevated  Railway  Company, 
the  South  Side  Elevated  Railroad  Company  and  the  said 
Receiver  of  the  Chicago  and  Oak  Park  Elevated  Railroad 
Company)  may,  and  shall  have  the  right  to,  operate  its  trains 
and  cars  upon  the  Union  Loop,  and  (with  and  subject  to  the 


terms  of  the  consent  of  the  said  South  Side  Elevated  Railroad 
Company)  upon  and  over  the  South  Side  Terminal,  all  in  the 
manner  and  to  the  extent  and  upon  the  payments,  terms  and 
conditions,  and  subject  to  the  limitations,  agreements  and 
stipulations  in  this  agreement  set  forth. 

(b)  The  Elevated  Company  shall  have  the  right  to  all  the 
use,  enjoyment  and  operation  of  the  Evanston  Line,  and  re- 
serves to  itself  all  the  use,  enjoyment  and  operation  of  the 
Main  Line  and  North  Water  Street  Terminal,  and  shall  have 
sole  power  and  authority  to  make  all  leases,  grants  and  con- 
tracts respecting  the  same,  or  any  part  thereof,  and  to  oper- 
ate and  manage  the  same  and  all  portions  thereof,  subject  to 
the  rights  and  privileges  of  the  North  Shore  Company  on  and 
in  said  Evanston  Line,  Main  Line  and  North  Water  Street 
Terminal  under  this  agreement. 

(c)  Subject  to  the  provisions  of  this  agreement,  the  North 
Shore  Company  shall  have,  use  and  enjoy  the  following  rights 
and  privileges  in  and  upon  the  joint  property: 

(1)  The  right  to  use  in  common  with  the  Elevated  Com- 
pany the  tracks  of  the  Evanston  Line,  Main  Line 
and  North  Water  Street  Terminal;  and  the  right  to 
use,  in  common  with  the  Elevated  Company,  the  said  The 
Metropolitan  West  Side  Elevated  Railway  Company,  the 
South  Side  Elevated  Railroad  Company  and  said  Receiver 
of  the  Chicago  and  Oak  Park  Elevated  Railroad  Company, 
the  tracks  of  the  Union  Loop ;  and  the  right  to  use  in  common 
with  the  Elevated  Company  and  the  said  South  Side  Elevated 
Railroad  Company,  the  tracks  of  the  South  Side  Terminal,  all 
for  the  carriage  by  the  North  Shore  Company  of 
its  passengers,  their  hand-baggage,  and  the  mails,  and  for 
such  other  carriage  as  in  this  agreement  is  provided  for, 
it  being  expressly  agreed  that  the  Elevated  Company  shall  not 
itself  during  said  term  engage  in  any  other  than  the  carriage 
of  passengers,  and  their  hand-baggage,  newspapers  and  the 


8 

mails  upon  said  Evanston  Line  and  Main  Line  (and  the  per- 
formance of  switching  service  to  the  St.  Paul  Company  on 
said  Evanston  Line)  unless  compelled  thereto  by  law  or  by 
the  order  of  competent  authority. 

(2)  The  right  to  use  the  platform,  station  and  other  facil- 
ities on  or  adjacent  to  said  tracks,  at  the  station  locations 
hereinafter  mentioned  as  the  stopping  places  of  the  North 
Shore  Company's  passenger  cars  and  trains,  but  the  Elevated 
Company     shall     at     no     time     be     obligated     to     furnish 
at    any     place     or     point     for     the     use     of     the     North 
Shore   Company    any    facilities    or    structures    other    than 
those    it    shall    at    any    time    have,    use    or    employ    for 
its  own  purposes.     The  North    Shore    Company    shall   have 
the  right,  subject  to  the  consent  of  the  proper  municipal  or 
other  governmental  authority,  at  its  own  expense,  to  construct 
and  maintain  additional  facilities  for  its  use  at  said  station 
locations,  but  the  plans  therefor  shall  first  be  submitted  to 
and  approved  by  the  Chief  Engineer  of  the  Elevated  Com- 
pany. 

(3)  The     right     to     the     exclusive     use     of     the     spur 
tracks,     track     facilities,     premises,     buildings     and     prop- 
erty    lying     easterly     and     westerly     of     the     two     main 
tracks    of    the    Evanston    Line,    between    the     south    line 
of  Emerson   Street   and  the  north  line   of   Church   Street, 
in  the  City  of  Evanston,  all  as  shown  on  plat  hereto  attached 
as  Exhibit  "C"  and  made  a  part  hereof;  but  the  Elevated 
Company  reserves  the  right  to  make  such  use  of  said  tracks, 
facilities,  premises,  buildings  and  property,  westerly  of  said 
main  tracks,  as  may  be  necessary  in  order  to  enable  it  to  per- 
form the  freight  and  switching  service  for  the  St.  Paul  Com- 
pany in  said  lease  Exhibit  "A"  provided  for;  and  it  also 
reserves  the  right  to  construct  and  maintain  a  third  main 
track  easterly  of  said  two  main  tracks.     The  North  Shore 
Company  shall,  and  it  agrees  that  it  will  at  its  own  cost  and 
expense,  maintain  its  Church  Street  Station  and  the  buildings 


9 

in  this  paragraph  (3)  mentioned,  and  will  at  its  own  cost 
and  expense,  construct  any  and  all  additional  track  connec- 
tions between  said  premises  and  the  main  tracks  of  said 
Evanston  Line. 

(4)  The  right  to  the  exclusive  use  of  two  circuits  of  tele- 
phone wires  from  Laurel  Avenue,  in  the  Village  of  Wilmette, 
to  Wilson  Avenue,  in  the  City  of  Chicago,  and  the  right  to 
connect  the  said  circuits  with  the  circuits  now  or  hereafter 
used  by  the  North  Shore  Company  between  said  Laurel  Ave- 
nue and  the  City  of  Highwood,  or  any  other  point  on  its  lines, 
in  the  County  of  Lake    and    State    of   Illinois.     The    North 
Shore    Company    shall    also    have    the    right    to    the    ex- 
clusive use  of  two  circuits  of  telephone  wires  from  Wilson 
Avenue  to  any  downtown  terminal  station  of  the  Elevated 
Company,  in  the  City  of  Chicago,  used  by  the  North  Shore 
Company,  and  the  right  to  connect  said  circuits  with  the  said 
telephone  circuits  extending  north  of  Wilson  Avenue.    All  of 
said  circuits  of  telephone  wires,  south  of  Laurel  Avenue,  shall 
be  maintained  by  and  at  the  expense  of  the  Elevated  Com- 
pany. 

(5)  The  right  to  use  the  high  tension  wires,  insulators  and 
appurtenances  on  the  high  tension  pole  line  located  along  the 
westerly  side  of  the  Evanston  Line,  from  Clark  Street,  in 
the  City  of  Evanston,  north  to  a  point  at  or  near  the  inter- 
section of  the  Evanston  Line  with  Isabella  Street. 

(6)  The  right  to  use  as  much  space  upon  the  tracks  in 
said  North  Water  Street  Terminal  of  the  Elevated  Company 
as  may  reasonably  be  required  for  the  care,  operation  and 
storage  at  all  times  of  the  day  and  night  of  not  to  exceed  six 
(6)  cars  at  any  one  time,  and  the  right  to  use  as  much  space 
upon  a  sidetrack  outside  of  the  platform  tracks  of  said  North 
Water  Street  Terminal  as  may  reasonably  be  required  for 
the  care,  operation  and  storage,  at  all  times  of  the  day  and 
night,  of  not  to  exceed  three  (3)  cars  at  any  one  time  upon 
said  sidetrack. 


10 

(7)  The  right  to  store,  between  the  hours  of  7  A.  M.  and 
6:30  P.  M.,  twenty  (20)  cars  in  each  of  the  yards  of  the  Ele- 
vated Company  at  Wilson  Avenue  and  Howard  Street,  in 
the  City  of  Chicago,  and  Linden  Avenue,  in  Wilmette.     At 
all  other  hours  the  North  Shore  Company  shall  have  the  right 
to  store  six  (6)  cars  in  each  of  said  yards. 

(8)  The  right  to  operate  its  cars  south  of  Argyle  Street 
over  the  freight  tracks  leased  from  the  St.  Paul  Company 
under  Exhibit  "A"  as  far  south  as  Irving  Park  Boulevard; 
provided,  however,  such  operation  shall  not  unreasonably  in- 
terfere with  the  performance  by  the  Elevated  Company  of 
freight  and  switching  service  for  the  St.  Paul  Company. 

(9)  The  right  to  construct  a  passenger  terminal  on  the 
right  of  way  leased  from  the  St.  Paul  Company  under  Ex- 
hibit "A"  between  the  present  freight  track,  located  on  the 
westerly  side  of  said  right  of  way,  and  the  westerly  right 
of  way  line  of  the  Elevated  Company,  and  between  a  point 
sixty  (60)   feet  south  of  the  south  line  of  Wilson  Avenue, 
in  the  City  of  Chicago,  and  a  point   not   more    than    seven 
hundred  (700)  feet  south  of  and  distant  from  said  last  men- 
tioned point.    An  adequate  passageway  over  the  sixty  feet 
south  of  and  abutting  Wilson  Avenue  and  west  of  the  Ele- 
vated Company's  westerly  right  of  way  line  shall  be  provided 
and  may  be  used  for  the  accommodation  of  the  North  Shore 
Company's  passengers  using  such  passenger  terminal,  until 
such  time  as  a  building  shall  be  erected  upon  said  sixty  (60) 
feet,  in  which  event  provision  shall  be  made  for  passage 
through  such  building  for  said  passengers  to  and  from  the 
said  terminal  from  and  to  Wilson    Avenue.     An    adequate' 
passageway  shall  be  provided  and  may  be  used  for  the  ac- 
commodation of  the  North  Shore  Company's  passengers  for 
passage  to  and  from  said  Terminal  from  and  to  the  Elevated 
Company's  Wilson  Avenue  station. 


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For  the  rights  in  this  paragraph  (9)  granted,  the  North 
Shore  Company  shall  pay  to  the  Elevated  Company  during 
the  term  of  this  lease  the  sum  of  fifteen  hundred  dollars 
($1500)  per  annum,  in  equal  monthly  installments.  The  in- 
stallment for  each  month  shall  be  due  and  payable  on  or  be- 
fore the  30th  day  of  the  next  succeeding  calendar  month. 

It  is  understood  and  agreed  that  the  Elevated  Company 
reserves  and  shall  have  the  right  to  construct  an  inclined 
track  from  the  freight  track  on  the  right  of  way,  south  of 
Wilson  Avenue,  leased  from  the  St.  Paul  Company  under 
Exhibit  "A,"  to  the  surface  of  the  ground,  with  a  connection 
with  the  present  tracks  of  the  Elevated  Company  in  its  lower 
Wilson  Avenue  yard,  and  shall  have  the  right  to  transport 
over  said  inclined  track  and  connections  supplies  and  ma- 
terials to  said  yard  without  track  rental. 

(10)  The  right  to  construct  a  merchandise  terminal  on  the 
right  of  way  leased  from  the  St.  Paul  Company  under  Exhibit 
UA"  and  under  the  elevated  structure  of  the  Elevated  Com- 
pany between  Irving  Park  Boulevard  and  Montrose  Avenue. 
Said  terminal  shall  be  located  between  the  freight  tracks  on 
said  leased  right  of  way  and  the  east  right  of  way  line  of  the 
Elevated  Company. 

For  the  rights  in  this  paragraph  (10)  granted,  the  North 
Shore  Company  shall  pay  to  the  Elevated  Company  during 
the  term  of  this  lease  the  sum  of  fifteen  hundred  dollars 
($1500)  per  annum,  in  equal  monthly  installments.  The  in^ 
stallmont  for  each  month  shall  be  due  and  payable  on  or 
before  the  30th  day  of  the  next  succeeding  calendar  month. 

'  (11)  The  right,  at  its  option,  to  connect  its  railroad  with 
the  Evanston  Line  at  some  new  point  in  the  Village  of  Wil- 
mette  or  in  the  City  of  Evanston;  but  the  exercise  by  the 
North  Shore  Company  of  this  option  shall  not  preclude  the 
North  Shore  Company  from  also  operating  its  cars  and  trains 
over  that  portion  of  the  Evanston  Line  extending  from  the 


point  of  connection  at  Laurel  Avenue  to  said  new  point  of 
connection. 

(12)  The  right  to  operate  its  cars  and  trains  upon  and 
over  the  South  Side  Terminal  to  and  into  the  switch-back 
track  south  of  and  near  Twelfth  Street  (which  switch-back 
track  shall  be  at  least  seven  hundred  and  fifty  feet  long  in  the 
clear),  and  the  right  to  lay  up  said  cars  and  trains  on  said 
switch-back  track.     All  expense  of  installing  and  fitting  said 
switch-back  track  and  connections  for  use  of  the  North  Shore 
Company  shall  be  borne  and  paid  by  that  Company. 

The  North  Shore  Company  shall  not  have  the  right  to  re- 
ceive or  discharge  passengers  at  any  station  or  platform  ov 
place  upon  the  South  Side  Terminal,  except  that  it  may  make 
such  temporary  station  stops  as  may  from  time  to  time  be 
permitted  in  writing  by  the  Elevated  Company  and  the  said 
South  Side  Elevated  Eailroad  Company. 

(13)  Subject  to  such  permission,  if  any,  as  may  be  lawfully 
required  from  any  municipal  or  other  governmental  author- 
ity, the  North  Shore  Company  may  receive  and  discharge 
merchandise  by  despatch  service,  express  matter,  newspapers, 
mails,  packages,  milk  and  produce  (a)  on  the  premises  to  be 
used  by  the  North  Shore  Company  as  provided  in  Subdivision 
(3)  of  pargaraph  (c)  of  Article  V  hereof,  (b)  at  the  terminal 
which  it  may  construct  near  Irving  Park  Boulevard,  as  in  this 
Article  provided;  (c)  upon  the  Elevated  Company's  property 
adjacent  to  said  Main  Line  between  North  Avenue  and  Schiller 
Street,    and    between    Orleans     Street    and    North    Park 
Avenue;  (d)  at  the  station  at  Chicago  Avenue  (subject  to  the 
risk  of  having  to  remove  from  the  location  or  having  to  make, 
at  its  own  expense,  structural  changes  which  may  be  made 
necessary  because  of  future    improvements    or    changes    in 
transportation  in  the  City  of  Chicago) ;  (e)  upon  the  North 
Water  Street  Terminal,  and  at  such  other  convenient  points 
or  stations  upon  the  Evanston  Line  and  Main  Line  as  will 
interfere  as  little  as  possible  with  the  operation  of  passenger 


13 

trains  of  the  Elevated  Company  and  the  North  Shore  Com- 
pany. Subject  to  such  permission,  the  North  Shore  Company 
may  at  its  own  expense  (unless  such  expense  shall  be  by 
agreement  apportioned  between  the  parties)  construct  and 
maintain  all  necessary  buildings,  structures  and  track  con- 
nections for  the  doing  of  the  things  in  this  paragraph  (13) 
mentioned;  and  the  North  Shore  Company  shall  pay  to  the 
Elevated  Company  as  rental  for  any  land  of  the  Elevated 
Company  on  or  adjacent  to  the  Main  Line  used  exclusively 
for  said  purposes  (except  for  the  Terminal  at  Irving  Park 
Boulevard)  an  annual  sum  equivalent  to  eight  (8%)  per 
centum  upon  the  fair  cash  market  value  of  the  land  so  used 
or  occupied.  If  the  parties  can  not  agree  as  to  what  such 
market  value  is,  the  question  shall  be  submitted  to  arbitra- 
tion under  the  arbitration  clauses  of  this  agreement. 

ARTICLE  VI. 

TRAIN   SERVICE  AND   OPERATION. 

(a)    Covenant  by  North  Shore  Company  to  Perform  Service. 

The  North  Shore  Company  shall  and  it  hereby  agrees 
that  it  will  on  or  about  May  1,  1919,  commence  (and  will 
thereafter  for  the  term  of  this  agreement  continue)  the  oper- 
ation, as  in  this  agreement  provided,  over  the  Evanston  Line 
(or  that  portion  of  the  Evanston  Line  lying  south  of  the  point 
of  connection  of  said  line  with  the  tracks  of  the  North  Shore 
Company)  and  the  Main  Line  into  the  North  Water  Street 
Terminal,  or  to  and  upon  the  Union  Loop,  or  to  the  South  Side 
Terminal  switch-back  at  Twelfth  Street,  such  of  its  cars 
and  trains  as  may  be  necessary  or  advisable  for  the  carriage 
of  its  passengers  originating  on  its  lines  north  of  said  Laurel 
avenue  and  destined  to  points  on  said  Evanston  Line  or 
Main  Line,  or  originating  at  any  point  on  said  Main  Line  or 
Evanston  Line  and  destined  to  any  point  on  the  lines  of  the 


14 

North  Shore  Company  north  of  said  Laurel  avenue ;  provided, 
the  North  Shore  Company  shall  not  operate  more  than  six 
trains  per  hour  in  each  direction  past  Kinzie  Street  station 
on  the  Main  Line. 

The  term  "Main  Line"  as  used  in  this  subdivision  (a)  of 
this  Article  VI  shall  be  held  to  include  also  the  North  Water 
Street  Terminal  and  the  Union  Loop. 

(b)  North  Shore  Service  to  Church  Street  and  to  Wilson 
Avenue. 

The  North  Shore  Company  shall  have  the  right  to  operate 
as  many  of  its  cars  and  trains  south  to  its  terminal  at  Church 
Street,  in  the  City  of  Evanston,  and  return,  as  it  may  desire, 
and  shall  also  have  the  right  to  operate  as  many  of  its  cars 
and  trains  south  to  Wilson  Avenue  station,  in  the  City  of  Chi- 
cago, and  return,  as  the  facilities  provided  at  that  station 
will  permit,  if  and  when  such  operation  to  Wilson  Avenue 
station  shall  not  unreasonably  interfere  with  the  Elevated 
Company's  traffic  at  that  point;  provided,  such  operation  to 
Church  Street  and  to  Wilson  Avenue  shall  in  no  way  relieve 
the  North  Shore  Company  from  its  obligation  to  operate  over 
said  Evanston  Line  and  said  Main  Line,  as  in  paragraph  (a) 
in  this  Article  VI  provided. 

(c)  Rules  and  Regulations  Governing  Operation. 

The  Elevated  Company  may  from  time  to  time  adopt  and 
impose  reasonable  rules,  orders  and  regulations  for  the  oper- 
ation of  all  cars  and  trains  upon  or  over  the  joint  property 
and  to  govern  the  performance  of  the  duties  of  all  employees 
employed  in  any  work  upon  or  in  connection  with  the  joint 
property.  The  operation  of  all  cars  and  trains  over  the 
tracks  of  the  joint  property  shall  be  subject  to  and  shall  com- 
ply with  the  dispatching,  supervision,  orders,  rules  and  regu- 
lations of  the  Elevated  Company.  The  Elevated  Company 
shall  have  the  right  to  exclude  from  said  tracks  and  property 


15 

and  from  employment  on  any  cars  or  trains  while  operating 
thereon,  any  employee  of  the  North  Shore  Company  who  shall 
be  guilty  of  any  infraction  of  the  orders,  rules  or  regulations 
of  the  Elevated  Company  pertaining  to  such  operation  or  to 
the  performance  of  such  duties. 

The  cars  and  trains  of  the  North  Shore  Company  while  on 
said  Evanston  Line  and  Main  Line  shall  be  entitled  to  the 
use  of  express  tracks  whenever  available,  and  shall  be  en- 
titled to  such  priority  in  schedule  or  service  over  the  trains 
of  the  Elevated  Company  as  is  usually  accorded  express 
trains  over  local  trains.  Where  passing  tracks  are  or  may 
be  available  the  North  Shore  Company  may  use  them. 

(d)     No  Local  Service;  Station  Stops. 

The  North  Shore  Company  shall  not  and  it  agrees  that  it 
will  not  perform  any  local  passenger  service  upon  the  tracks 
of  the  joint  property,  but  for  the  purpose  of  discharging 
passengers  coming  from  or  receiving  passengers  destined  to 
points  on  the  North  Shore  Company's  lines  north  of  the 
north  line  of  said  Laurel  Avenue,  it  may  stop  its  passenger 
trains  at  the  following  stations :  Central  Street,  Noyes  Street, 
Foster  Street  and  Church  Street  (at  platforms  to  be  con- 
structed by  the  North  Shore  Company)  on  said  Evanston 
Line;  Wilson  Avenue  and  Belmont  Avenue  on  said  Main 
Line;  the  station  at  the  North  Water  Street  Terminal; 
the  Union  Loop  Stations  at  Randolph  and  Wells 
Streets,  Madison  and  Wells  Streets,  La  Salle  and  Van 
Buren  Streets,  Dearborn  and  Van  Buren  Streets,  Wabash 
Avenue  and  Adams  Street,  and  Wabash  Avenue  and  Ran- 
dolph Street;  provided,  that  no  stops  shall  be  made  by  the 
North  Shore  Company's  cars  or  trains  at  said  Noyes  Street 
Station  and  Poster  Street  Station  during  and  after  the  ele- 
vation of  the  tracks  north  of  Church  Street  or  Davis  Street, 
in  the  City  of  Evanston. 


16 


ARTICLE  VII. 

OBLIGATIONS  OF  THE  ELEVATED  COMPANY. 

The  Elevated  Company  covenants  and  agrees  as  follows : 

(a)  That  it  will,  except  as  in  this  agreement  otherwise  pro- 
vided, keep  and  maintain  all  the  tracks,  platforms,  stations, 
and  their  appurtenances  and  appliances,  at  all  times  in  good 
order,  operating  condition  and  repair  for  the  use  and  opera- 
tion by  the  North  Shore  Company  as  herein  provided. 

(b)  That  it  will  furnish  to  the  North  Shore  Company  all 
the  electric  power  necessary  to  heat,  light  and  operate  the 
cars  and  trains  of  the  North  Shore  Company  while  upon  the 
tracks  of  the  joint  property;  provided,  that  if  at  any  time 
by  accident,  breakdown,  emergency,  or  other  circumstances, 
the  facilities  of  the  Elevated   Company   for   supplying   such 
electric  power  shall  be  temporarily  restricted,  and  in  conse- 
quence thereof  the  Elevated  Company  cannot  furnish  such 
power  to  meet  the  needs  of  the  Elevated  Company  and  the 
North  Shore  Company,  then  the  Elevated  Company  and  the 
North  Shore  Company  shall  each  have  a  fair  and  just  pro 
rata  share  of  all  the  available  power;  and  provided,  further, 
the  Elevated  Company  shall  not  be  held  responsible  to  the 
North  Shore  Company  for  temporary  interruptions  in  deliv- 
ery of  power  due  to  failures  at  the  source  or  in  transmission. 

(c)  That  it  will  light  all  stations,  platforms  and  buildings, 
upon  the  joint  property,  used  by  the  North  Shore  Company, 
and  will  keep  all  of  such  stations   (except  the  North  Shore 
Company's  station  at  Church  Street)  heated  and  in  a  clean, 
wholesome  and  usable  condition;  but  the  Elevated  Company 
shall  not  be  obligated  to  light,  heat  or  maintain  any  building 
used  exclusively  by  the  North  Shore  Company.    The  use  of 
all  such  stations,  platforms  and  buildings  by  the  North  Shore 
Company  and  its  passengers  and  employees  shall  be  subject 


17 

at  all  times  to  the  reasonable  rules,  orders  and  regulations 
of  the  Elevated  Company. 

(d)  That  it  will  not  voluntarily  enter  into  any  agreement 
for  the  operation  over  the  Evanston  Line  or  the  Main  Line 
of  the  cars  and  trains  of  any  other  company  or  corporation 
whose  railroad  lines  may  be  located  within  two  miles  on 
either  side  of  the  line  (in  Illinois)  of  the  North  Shore  Com- 
pany, or  any  extension  thereof  in  case  such  extension  is  built 
prior  to  the  location  or  construction  of  the  railroad  line  or 
lines  of  such  other  company  or  corporation. 

ARTICLE  VIII. 

COMPENSATION    TO    ELEVATED    COMPANY    FROM    THE    NORTH    SHORE 

COMPANY. 

In  addition  to  the  other  payments  to  be  made  by  the  North 
Shore  Company  to  the  Elevated  Company  under  the  provi- 
sions of  any  other  Article  hereof,  the  North  Shore  Company, 
as  compensation  for  the  undertakings  of  the  Elevated  Com- 
pany in  this  agreement  specified,  and  for  the  rights  and  privi- 
leges herein  provided  for  the  North  Shore  Company,  shall 
make  payments  as  hereinafter  in  this  Article  provided,  viz. : 

(a)     Monthly  Payments  for  Passenger  Car  Operation. 

1.  The  passenger  operating  revenue  of  the  North  Shore 
Company  from  the  joint  property  as  determined  under  para- 
graph 2  of  this  Subdivision  (a),  less  the  passenger  operating 
expenses  due  to  the  operation  of  that  Company's  passenger 
cars  on  the  joint  property  as  determined  under  paragraph  3 
of  this  Subdivision  (a)  shall,  within  the  meaning  of  this  para- 
graph, be  deemed  the  North  Shore  Company's  ''net  operating 
revenue"  from  the  joint  property.  For  each  calendar  month 
during  the  life  of  this  agreement  the  North  Shore  Company 
shall  pay  to  the  Elevated  Company  a  sum  ascertained  by  tak- 
ing 55  per  cent,  of  the  North  Shore  Company's  net  operating 


18   , 

revenue  from  the  joint  property  for  such  month  and  adding 
thereto  an  amount  determined  by  multiplying  the  revenue 
passenger  car  miles,  as  defined  in  the  Interstate  Commerce 
Commission's  Uniform  System  of  Accounts  for  Electric  Rail- 
ways, effective  July  1,  1914,  made  by  the  North  Shore  Com- 
pany's own.  cars  on  the  joint  property  during  such  month 
by  the  sum  of  the  unit  costs  determined  in  Subdivisions  (aa), 
(bb)  and  (cc)  of  said  paragraph  3. 

2.  To  determine  the  passenger  operating  revenue  of  the 
North  Shore  Company  from  the  joint  property,  multiply  the 
number  of  revenue  passenger  car  miles  made  by  the  North 
Shore  Company's  passenger  cars  on  the  joint  property  by 
the  average  gross  passenger  revenue  per  car  mile  on  its  entire 
railroad  system,  including  the  joint  property. 

3.  To  determine  the  passenger  operating  expenses  due  to 
the  operation  of  the  North  Shore  Company's  passenger  cars 
and  trains  on  the  joint  property,  multiply  the  number  of  reve- 
nue passenger  car  miles  made  by  the  North  Shore  Company's 
passenger  cars  on  the  joint  property  by  the  sum  of  the  follow- 
ing unit  costs  per  car  mile : 

(aa)  Cost  of  maintenance  and  depreciation  of  way  and 
structures  on  the  Elevated  Company's  entire  system,  in- 
cluding the  joint  property,  divided  by  the  total  car  miles 
operated  over  such  way  and  structures  by  the  Elevated 
Company  (including  the  St.  Paul  Company's  freight 
cars),  the  North  Shore  Company  and  any  other  com- 
pany. 

(bb)  Cost  of  power  to  the  Elevated  Company  for  all 
its  purposes,  divided  by  the  total  car  miles  electrically 
operated  by  the  power  included  in  such  cost  on  its  entire 
system  (including  the  joint  property,  except  the  South 
'  Side  Terminal).  This  cost  may  be  corrected  by  test  to 
determine  actual  unit  cost  per  North  Shore  passenger 
car  mile  on  the  joint  property,  and  the  actual  cost  where 
so  determined  by  test  shall  be  used. 

(cc)  Any  other  direct  operating  expense  incurred  by 
the  Elevated  Company  by  reason  of  the  operation  of  the 
North  Shore  Comr>anv's  passenger  cars  upon  the  joint 


19 

property,  divided  by  the  number  of  car  miles  made  by 
such  cars  on  the  joint  property. 

(dd)  Cost  of  maintenance  and  depreciation  of  pas- 
senger equipment  properly  chargeable  to  the  operating 
expenses  of  the  North  Shore  Company,  divided  by  the 
total  car  miles  operated  on  that  Company's  entire  system 
(including  the  joint  property)  by  such  equipment. 

(ee)  Cost  of  conducting  passenger  transportation  of 
the  North  Shore  Company  on  the  joint  property  charge- 
able to  said  I.  C.  C.  's  accounts  64,  66,  68,  69,  73  and  78, 
divided  by  the  revenue  passenger  car  miles  operated  by 
the  North  Shore  Company's  cars  on  the  joint  property. 

(ff)  Cost  of  conducting  passenger  transportation  of 
the  North  Shore  Company  on  its  entire  system  (including 
the  joint  property)  properly  chargeable  to  said  I.  C.  C.'s 
accounts  67,  70  and  71,  divided  by  the  passenger  car  miles 
operated  on  its  system  and  the  joint  property. 

(gg)  Any  other  direct  passenger  operating  expense  of 
the  North  Shore  Company  on  the  joint  property  incurred 
by  the  North  Shore  Company  by  reason  of  the  operation 
of  its  cars  on  the  joint  property,  divided  by  the  revenue 
passenger  car  miles  operated  by  such  cars  on  the  joint 
property. 

(b)  Monthly  Payments  for  Other  Car  Operation. 

The  North  Shore  Company  shall  pay  to  the  Elevated  Com- 
pany for  each  calendar  month  during  the  life  of  this  agree- 
ment for  the  operation  of  its  express  and  merchandise  des- 
patch cars  on  the  joint  property,  a  monthly  rental  ascertained 
by  multiplying  the  revenue  car  miles  made  by  said  cars  on  the 
joint  property  during  such  month  by  the  current  passenger 
car  mile  rate  ascertained  by  dividing  the  rental  provided 
under  paragraph  1  of  Subdivision  (a)  of  this  Article  by  the 
total  passenger  car  miles  operated  by  the  North  Shore  Com- 
pany on  the  joint  property. 

(c)  Minimum  Payments  per  Car  Mile. 

The  total  minimum  payment  under  the  foregoing  provi- 
sions of  this  Article  for  each  year  of  the  life  of  this  agree- 
ment shall  not  be  less  than  fifteen  cents  for  each  revenue  car 


20 

mile  operated  by  the  North  Shore  Company's  cars  on  the  joint 
property  during  such  year.  If  at  the  end  of  any  such  year  it 
shall  appear  that  any  sum  is  due  from  the  North  Shore  Com- 
pany to  the  Elevated  Company  under  the  provisions  of  this 
Subdivision  (c)  such  sum  shall  be  paid  by  the  North  Shore 
Company  to  the  Elevated  Company  within  thirty  days  after 
the  expiration  of  such  year. 

(d)  Payment  of  Minimum  Annual  Sum. 

The  North  Shore  Company  agrees  and  guarantees  that 
the  aggregate  payments  under  the  foregoing  provisions 
of  this  Article  for  each  year  that  this  agreement  shall 
remain  in  force  shall  not  be  less  than  the  sum  of  Forty  Thou- 
sand (|40,000)  Dollars.  If  in  any  such  year  the  aggregate  of 
such  payments  shall  be  less  than  said  sum,  the  difference 
shall  be  paid  by  the  North  Shore  Company  to  the  Elevated 
Company  within  thirty  (30)  days  after  the  expiration  of  such 
year. 

(e)  Table  of  Distances. 

The  following  is  the  table  of  distances  upon  which  car  mile- 
age upon  the  joint  property  is  to  be  computed: 

From  the  North  Line  of  Laurel  Avenue  to: 

Feet.  Miles. 

(1)  The  south  end  of  Church  Street  track .     9,085.91  1.7208 

(2)  Entrance  to  .Howard  Street  yard. . . .  20,004.52  3.7887 

(3)  North  end  of  Wilson  Avenue  station. .  41,199.9  7.8026 

(4)  South  end  of  Wilson  Avenue  station.  41,462.2  7.8523 

(5)  End  of  track  in  North  Water  Street 

Terminal 74,718.35  14.1509 

(6)  To  and  around  Union  Loop  to  north 

line  of  Laurel  Avenue   160,485.4    30.3919 

(7)  To    and    including    the    switch-back 

track  at  Twelfth    Street    on    the 
South    Side    Terminal    to    north 

line  of  Laurel  Avenue, 168,238.25  31.8631 

The  distance  from  Union  Loop  to  and 
including  the  switch-back  track  at 
Twelfth  Street  on  the  South  Side 
Terminal  is  3,854.92       .7301 


21 

(f)  Monthly  Settlements. 

The  Elevated  Company  shall  on  or  before  the  20th  day  of 
each  and  every  calendar  month,  furnish  to  the  North  Shore 
Company  the  information  called  for  in  Subdivisions  (aa), 
(bb)  and  (cc)  of  paragraph  3  of  Subdivision  (a)  of  this 
Article,  for  the  preceding  calendar  month.  Following  the 
receipt  of  such  information,  and  on  or  before  the  25th  day 
of  the  same  month,  a  statement  of  the  amount  due 
for  such  preceding  calendar  month  from  the  North  Shore  Com- 
pany to  the  Elevated  Company,  ascertained  as  in  this  Article 
prescribed,  shall  be  rendered  by  the  North  Shore  Company  to 
the  Elevated  Company,  and  the  amount  shown  by  said  state- 
ment to  be  so  due  shall  be  paid  by  the  North 
Shore  Company  to  the  Elevated  Company  on  or  be- 
fore the  30th  day  of  the  month  in  which  such  statement  is 
made.  Unless  within  a  period  of  two  years  from  and 
after  the  acceptance  by  the  Elevated  Company  of  any  such 
payment  the  Elevated  Company  shall,  in  writing,  question 
the  correctness  of  the  amount  of  the  payment  or  of  the  state- 
ment upon  which  the  payment  was  made,  the  correctness  of 
such  amount  and  statement  shall,  after  the  expiration  of  such 
period,  be  conclusively  presumed.  Each  party  hereto  shall 
have  access  at  all  reasonable  hours  to  the  books  of  account 
and  papers  of  the  other  party  for  the  purpose  of  ascertaining 
the  correctness  of  any  statement  rendered,  or  for  determining 
any  amount  due,  paid  or  payable  hereunder. 

(g)  Car  License  Fees. 

The  North  Shore  Company  shall  and  it  agrees  that  it  will 
promptly  pay  and  discharge  all  car  license  fees  imposed 
on  cars  owned  or  operated  by  the  North  Shore  Company  over 
the  joint  property,  notwithstanding  the  fact  that  as  to  such 
cars  such  car  license  fees  may  by  ordinance  or  ordinances  be 
imposed  upon  the  Elevated  Company,  and  the  North  Shore 
Company  shall  save  the  Elevated  Company  harmless  from 
the  payment  of  all  such  car  license  fees.  Payments  hereunder 


22 

shall  not  be  included  in  operating  expenses  of  the  North 
Shore  Company  in  ascertaining  the  compensation  to  be  paid, 
under  this  Article. 

(h)    Impositions  on  Carriage  of  Certain  Traffic. 

The  North  Shore  Company  shall  and  it  covenants  and 
agrees  that  it  will  promptly  pay  and  discharge  all  license  fees, 
taxes  or  impositions  charged  or  imposed  by  any  lawful  au- 
thority for  the  carriage  by  the  North  Shore  Company  of  mer- 
chandise by  despatch  service,  baggage,  mail  and  express, 
newspapers  or  milk  over  said  joint  property,  and  shall  save 
harmless  the  Elevated  Company  therefrom,  whether  or  not 
such  charges,  taxes  and  impositions  may  by  ordinance,  or 
otherwise,  be  charged  or  imposed  upon  the  Elevated  Com- 
pany. 

ARTICLE  IX. 

LIABILITY,  DAMAGE,  INJURY  AND  DEFENSE  CLAUSES. 

The  parties  to  this  agreement  hereby  covenant  and  agree 
with  each  other  as  follows,  viz : 

(a)     Collisions. 

In  case  of  a  collision  between  the  locomotives,  cars 
or  trains  of  the  parties  to  this  agreement,  upon  the 
joint  property  or  in  storage  yards,  the  party  to  this 
agreement  whose  employees  are  alone  at  fault  shall 
be  solely  responsible  for  and  shall  settle  and  pay 
the  entire  loss  and  damage  (including  costs  and  ex- 
penses incidental  thereto)  and  save  the  other  party  harmless 
therefrom;  if  any  such  collision  shall  be  caused  by  the  fault 
of  the  employees  of  both  parties  to  this  agreement,  or  if  the 
fault  causing  such  collision  cannot  be  determined,  then  each 
of  said  parties  shall  bear  and  pay  for  the  loss,  damage  and 
injury  (including  the  costs  and  expenses  incidental  thereto) 
which  its  own  property  or  property  in  its  custody  may  have 


23 

sustained,  or  its  employees  or  passengers  may  have  suffered 
in  consequence  thereof,  and  shall  hold  the  other  party  harm- 
less therefrom. 

(b)  Special  Structures. 

If  any  special  facilities  or  structures  are  or  shall  be  main- 
tained upon  or  adjacent  to  any  tracks  included  in  this  agree- 
ment because  of  the  operation  thereover  of  the  North  Shore 
Company's  cars,  or  for  the  sole  accommodation  or  use  of  the 
North  Shore  Company,  and  the  hazard  of  accidents  is  thereby 
increased,  the  North  Shore  Company  shall  and  it  hereby 
agrees  that  it  will  save,  indemnify  and  keep  harmless  the  Ele- 
vated Company  from  any  and  all  loss,  cost,  damage  or  ex- 
pense to  persons  or  property,  including  property  of  the  Ele- 
vated Company,  arising  from  the  maintenance  or  use  of  such 
facilities  or  structures. 

(c)  Structural  Defects. 

The  North  Shore  Company  shall  not  by  reason  of  any  de- 
fect in  the  roadway,  tracks,  stations,  platforms,  structures, 
appurtenances  or  appliances,  used  by  it  as  in  this  agreement 
provided,  or  by  reason  of  any  defect  in  the  roadway,  tracks, 
stations,  platforms  or  structures  of  the  Elevated  Company 
contiguous  thereto,  have  or  make  against  the  Elevated  Com- 
pany any  claim  or  demand  for  loss,  damage  or  injury  caused 
by  such  defects. 

(d)  Assumption  of  Risk. 

Each  party  hereto  (except  as  otherwise  specified  in  this 
agreement)  shall  and  does  hereby  assume  the  risk  of  and  will 
indemnify  and  save  harmless  the  other  party  from  and  against 
all  loss,  damage  and  injury  (including  all  costs  and  expenses 
incidental  thereto)  which  may  in  any  manner  arise  in  or 
upon  any  track,  structure  or  premises,  the  use  of  which  is 
herein  provided  for,  whether  to  its  own  property  or  to  the 
property  in  its  custody,  or  to  its  passengers  or  employees,  or 
to  any  other  person,  or  which  may  result  in  the  death  of  any 


24 

person,  caused  by,  attributable  to  or  in  connection  with  the 
movement  or  operation  of  any  of  its  locomotives,  cars  or  trains 
as  fully  in  all  respects  as  if  it  were  in  exclusive  use  and  con- 
trol of  such  tracks,  structures  and  premises  at  the  time  such 
loss,  damage,  injury  or  death  occurred. 

The  word  "damage,"  as  used  in  this  Article,  shall  include, 
also,  any  compensation  allowed  by  any  State  or  Federal  stat- 
ute governing  compensation  to  employees  suffering  injury  or 
death  during  the  course  of  their  employment. 

(e)  Intervention  in  Suits. 

Either  party  to  this  agreement  may  intervene  and  use  the 
name  of  the  other  party,  or  assist  in  prosecuting  and  defend- 
ing, or  may  prosecute  and  defend  in  any  action  or  proceeding 
which  might  or  could  have  the  effect  of  preventing  the  carry- 
ing out  of  this  agreement,  or  the  performance  of  any  of  its 
terms  and  conditions;  but  no  party  to  this  agreement  shall 
have  the  right  to  interfere  with  any  suit  or  proceeding  insti- 
tuted against  the  other  party,  or  to  use  the  name  of  such 
other  party,  when  such  suit  or  proceeding  shall  involve  the 
rate  of  fare  to  be  charged  by  such  other  party,  the  issuance 
of  transfers,  or  property  rights  or  franchise  rights. 

(f )  Notice  of  Suits. 

If  any  claims  are  made  or  suits  are  brought  against  either 
party  to  this  agreement  for  any  loss,  damage  or  expense  aris- 
ing out  of  any  matter  embraced  in  this  agreement,  the  party 
so  sued  shall  give  to  the  other  party  written  notice  of  such 
suit  or  action,  and  such  other  party  shall  have  the  right  to 
appear  in  any  such  suit  or  action  and  resist  and  defend  the 
same.  Such  appearance  in  any  such  suit  by  either  of  the 
parties  to  this  agreement  shall  in  no  way  or  manner  affect  the 
rights  of  the  parties  as  between  themselves  or  otherwise,  but 
the  respective  rights  of  the  parties  shall  be  determined  by  the 
provisions  of  this  agreement. 


25 


ARTICLE  X. 

TERMINATION   OF   PRIVILEGES   FOR  DEFAULT. 

If  the  North  Shore  Company  shall  make  default  in  any  of 
its  payments  or  in  the  performance  of  any  of  its  covenants 
in  this  agreement  provided  for  or  set  forth,  and  such  default 
shall  continue  for  the  period  of  ninety  (90)  days  from  the 
receipt  of  written  notice  thereof  from  the  Elevated  Company, 
the  Elevated  Company  may  exclude  the  North  Shore  Com- 
pany from  the  enjoyment  of  any  or  all  of  its  privileges  here- 
under,  and  from  the  use  of  the  joint  property,  for  such 
period  after  the  expiration  of  the  said  ninety  (90)  days  as 
such  default  shall  continue.  The  right  to  exclude  herein 
provided  for  shall  be  a  cumulative  remedy  and  shall  not  pre- 
clude the  Elevated  Company  from  suing  for  breach  of  con- 
tract, or  from  pursuing  any  other  legal  or  equitable  remedy 
applicable  under  any  particular  circumstances. 

ARTICLE  XL 

ARBITRATION. 

It  is  mutually  understood  and  agreed  by  and  between 
the  parties  hereto  that  if  any  question  shall  at  any  time  arise 
concerning  the  construction  of  any  part  of  this  agreement,  or 
of  any  right  or  duty  of  either  party  hereunder,  upon  which 
question  the  parties  hereto  cannot  agree,  such  question  shall 
be  submitted  to  the  arbitrament  of  three  disinterested  per- 
sons, experienced  in  railway  business,  to  be  chosen,  one  by 
each  party  hereto,  and  the  third  by  the  two  so  cliosen;  that 
the  party  desiring  such  arbitration  shall  select  its  arbitrator, 
giving  written  notice  thereof  to  the  other  party,  in  such  notice 


26 

stating  precisely  the  matter  or  matters  which  it  proposes 
to  bring  before  the  arbitrators,  and  only  matters  so  stated 
shall  be  by  them  considered  or  decided;  that  if  the  party  so 
notified  shall  for  ten  days  thereafter  fail  to  notify  the  other 
party  of  the  name  of  an  arbitrator  by  it  chosen,  the  arbitrator 
named  by  the  party  so  requiring  arbitration  may  and  shall 
name  and  appoint  an  arbitrator  on  behalf  of  the  party  so  in 
default,  and  the  arbitrator  named  and  appointed  as 
lastly  provided  shall  have  the  same  power  and  authority  as 
if  named  and  appointed  by  the  party  so  failing  to  appoint. 
If  the  two  arbitrators  chosen  in  any  manner  aforesaid,  shall 
be  unable  to  agree  upon  the  third  arbitrator,  such  third 
arbitrator  may  be  appointed  by  any  person  sitting  as  Judge 
of  the  District  Court  of  the  United  States  for  the  District  in 
which  Cook  County,  Illinois,  may  then  be  located,  and  resid- 
ing in  said  district,  upon  application  by  either  or  both  of 
such  arbitrators  to  any  such  Judge,  of  which  application  ten 
(10)  days'  notice  in  writing  to  the  parties  hereto  shall  be 
given  by  said  arbitrator  or  arbitrators.  The  arbitrators  duly 
chosen  in  any  manner  aforesaid  shall  immediately  proceed  to 
hear  and  determine  all  matters  in  the  written  notice  specified, 
and  so  submitted  to  them,  after  giving  to  each  party  hereto 
not  less  than  five  days'  notice  of  the  time  and  place  of  meet- 
ing; and  shall,  at  the  time  and  place  appointed,  summarily 
proceed  to  hear  and  decide  the  matters  so  specified,  unless  in 
their  judgment  the  hearing  should  be  adjourned  to  a  later 
day  or  days,  of  which  adjournment  like  notice  shall  be  given, 
unless  such  notice  be  waived  in  writing  by  both  parties  here- 
to, in  which  case  the  hearing  may  proceed  at  an  earlier  date. 
The  determination  of  such  arbitrators,  or  of  a  majority  of 
them,  as  to  any  matters  so  submitted  to  them,  shall  be  made 
in  writing  and  shall  be  final  and  conclusive,  and  the  parties 
hereto  shall  and  will  abide  by  such  determination  and  per- 
form the  requirements  and  conditions  thereof  as  if  the  same 


27 

were  made  a  part  of  this  agreement.  But  it  is  expressly 
agreed  that  no  controversy  which  shall  arise  shall  inter- 
fere with  or  suspend  the  operation  of  the  cars  and  train's  of 
the  North  Shore  Company  over  the  joint  property;  and  all 
matters,  business,  settlements  and  payments,  which  are  to  be 
transacted  or  made  under  the  terms  of  this  agreement,  shall 
continue  pending  the  arbitration,  and  shall  be  transacted  and 
made  in  the  manner  and  form  existing  prior  to  the  arising  of 
such  controversy.  All  expense  connected  with  such  arbitra- 
tion, including  a  reasonable  compensation  to  the  arbitrators, 
shall  be  subject  to  the  result  of  such  arbitration,  and  shall  be 
borne  and  shared  by  the  parties  hereto  in  such  manner  or  in 
such  proportion  as  the  arbitrators  shall  award. 

All  notices  in  this  or  any  other  Article  of  this  agreement 
provided  for  may  be  given  by  serving  the  same  in  writing,  by 
registered  mail,  on  the  President  or  General  Manager  for  the 
time  being  of  either  party. 

\ 

ARTICLE  XII. 

SUCCESSION. 

This  agreement  and  all  its  terms  and  provisions  shall  ex- 
tend to  and  be  binding  upon  the  successor  or  successors  in 
ownership  of  and  title  to  the  properties  of  the  respective 
parties  hereto,  but  except  to  such  successors,  neither  party  to 
this  agreement  shall  assign  the  same,  or  any  right  or  in- 
terest thereunder,  without  the  consent  in  writing  of  the  other 
party. 

i 
ARTICLE  XIII. 

APPROVAL  BY    PUBLIC    UTILITIES    COMMISSION. 

This  agreement  is  made  subject  to  the  approval  thereof  by 
the  Public  Utilities  Commission,  of  Illinois ;  and  after  such  ap- 


28 

proval,  shall  be  subject  at  all  times  to  the  lawful  orders,  rules 
and  regulations  of  said  Commission  concerning  any  matter  or 
thing  embraced  in  this  agreement  which  may  be  within  its 
jurisdiction. 

IN  WITNESS  WHEREOF,  the  parties  hereto  have  executed  this 
agreement,  in  duplicate,  by  their  proper  officers  thereunto 
duly  authorized. 

CHICAGO  NORTH  SHORE  AND  MILWAUKEE  RAILROAD, 

By  iR.  FLOYD  CLINCH, 
(CORPORATE  SEAL)  Vice  President. 

Attest : 

WILLIAM  V.  GRIFFIN, 

Secretary. 

NORTHWESTERN  ELEVATED  RAILROAD  COMPANY, 

By  BRITTON  I.  BUDD, 
(CORPORATE  SEAL)  President. 

Attest : 

WILLIAM  F.  HOLTZ, 

Assistant  Secretary. 


29 


STATE  OF  ILLINOIS,     ) 
COUNTY  OF  COOK,      j 

I,  Ambrose  Ryan,  a  Notary  Public  in  and  for  the  County 
and  State  aforesaid,  DO  HEREBY  CERTIFY  that  R.  Floyd  Clinch, 
Vice  President,  and  William  V.  Griffin,  Secretary,  of 
Chicago  North  Shore  and  Milwaukee  Railroad,  personally 
known  to  me  to  be  such  Vice  President  and  Secretary, 
respectively,  and  to  be  the  same  persons  who  executed  the 
foregoing  instrument,  appeared  before  me  this  day  in  person 
and  acknowledged  that  they  signed  the  foregoing  instrument 
and  caused  the  corporate  seal  of  said  Company  to  be  affixed 
thereto,  as  their  free  and  voluntary  act,  and  as  their  free 
and  voluntary  act  as  such  Vice  President  and  Secretary,  re- 
spectively, and  as  the  free  and  voluntary  act  of  said  Chicago 
North  Shore  and  Milwaukee  Railroad,  for  the  uses  and  pur- 
poses therein  set  forth. 

GIVEN  under  my  hand  and  Notarial  Seal,  this  5th  day  of 
May,  A.  D.  1919. 

AMBROSE  RYAN, 
(NOTARIAL  SEAL)  Notary  Public. 


30 
STATE  OF  ILLINOIS, 


COUNTY  OF  COOK.      r  ss* 

I,  Ambrose  Ryan,  a  Notary  Public  in  and  for  the  County 
and  State  aforesaid  DO  HEREBY  CERTIFY  that  Britton  I. 
Budd,  President,  and  William  P.  Holtz,  Assistant  Secre- 
tary, of  Nortwestern  Elevated  Railroad  Company,  person- 
ally known  to  me  to  be  such  Pesident  and  Assistant 
Secretary,  respectively,  and  to  be  the  same  persons  who  exe- 
cuted the  foregoing  instrument,  appeared  before  me  this  day 
in  person  and  acknowledged  that  they  signed  the  foregoing 
instrument  and  caused  the  corporate  seal  of  said  Company 
to  be  affixed  thereto,  as  their  free  and  voluntary  act,  and  as 
their  free  and  voluntary  act  as  such  President  and  Assistant 
Secretary  respectively,  and  as  the  free  and  voluntary  act  of 
said  Northwestern  Elevated  Railroad  Company,  for  the  uses 
and  purposes  therein  set  forth. 

GIVEN  under  my  hand  and  Notarial  Seal,  this  5th  day  of 
May,  A.  D.  1919. 

AMBROSE  RYAN, 
(NOTARIAL  SEAL)  Notary  Public. 


EXHIBIT  A 

(To  agreement  between  C.  N.  S.  &  M.  K.  R.  and  N.  W.  E. 
E.  R.  Co.) 


dated  this  31st  day  of  March, 
A.  D.  1919,  between  the  CHICAGO,  MILWAUKEE 
AND  ST.  PAUL  RAILWAY  COMPANY,  a  corporation 
organized  under  the  laws  of  the  State  of  Wisconsin 
(hereinafter  called  the  "Lessor"  or  the  "St.  Paul 
Company")  WALKER  D.  HINES,  Director  General  of 
Railroads  (hereinafter  called  the  "Director  General"), 
and  the  CHICAGO  NORTH  SHORE  AND  MIL- 
WAUKEE RAILROAD,  a  corporation  organized  under 
the  laws  of  the  State  of  Illinois  (hereinafter  called  the 
"Lessee"  or  the  North  Shore  Company"),  WITNESSETH  : 

WHEREAS,  the  St.  Paul  Company  is  the  owner  of  a  line 
of  railroad  known  as  its  "Evanston  Division,"  a  section  of 
which  extends  from  Irving  Park  Boulevard,  a  street  in  the 
City  of  Chicago,  Cook  County,  Illinois,  northerly  to  and 
through  the  City  of  Evanston,  in  said  Cook  County,  to  the 
south  line  of  Laurel  Avenue  in  the  Village  of  Wilmette  in 
said  county,  which  section  of  said  Evanston  Division  con- 
nects with  the  railroad  of  the  Northwestern  Elevated  Rail- 
road Company  at  a  point  near  Leland  Avenue  in  the  City 
of  Chicago,  and  connects  with  the  railroad  of  the  North 
Shore  Company  at  a  point  near  the  south  line  of  Laurel 
Avenue  in  said  Village  of  Wilmette;  and 

WHEREAS,  the  North  Shore  Company  desires  to  acquire, 
subject  to  a  certain  agreement  hereinafter  mentioned,  and 
to  the  terms  and  conditions  of  this  indenture,  the  right  to  the 
exclusive  use  and  occupation  of  said  section  of  said  Evanston 
Division,  and  of  the  other  rights  and  property  hereby  de- 
mised; 

Now,  THEREFORE,  in  consideration  of  the  premises  and  of 
the  respective  mutual  and  dependent  covenants  and  agree- 


ments  hereinafter  set  forth,  it  is  agreed  by  and  between  the 
parties  as  follows: 

ARTICLE  I. 

The  St.  Paul  Company  does  hereby  demise  and  lease  to 
the  North  Shore  Company,  its  successors  and  assigns,  for 
and  during  the  term  commencing  May  1,  1919,  and  ending 
January  8,  1944,  the  following  described  property,  to  wit: 

The  section  of  said  Evanston  Division  extending  from 
the  south  line  of  Irving  Park  Boulevard  (a  street  in  the 
City  of  Chicago)  northerly  to  and  through  the  City  of 
Evanston  to  the  south  line  of  Laurel  Avenue  in  said 
Village  of  Wilmette,  and  also  all  the  property,  fran- 
chises, rights  and  facilities  of  the  St.  Paul  Company 
thereunto  appertaining,  including  railroad  tracks,  right 
of  way,  depots  and  depot  grounds,  station  houses  and 
other  buildings,  and  also  all  outside  lots  and  lands  of  the 
St.  Paul  Company  adjacent  to  such  right  of  way,  or  ad- 
jacent to  any  streets,  alleys  or  public  places  bounding 
such  right  of  way,  and  all  lands  and  spaces  under  the 
elevated  portions  of  the  railroad  tracks  along  such  right 
of  way;  including  all  interest  of  the  Lessor  in  lands 
owned  jointly  by  it  with  the  Northwestern  Elevated  Rail- 
road Company  in  the  Village  of  Wilmette,  the  title  to 
which  is  held  by  the  Central  Trust  Company  of  Illinois, 
Trustee. 

The  property  and  rights  hereinabove  demised  and  leased 
will  hereinafter  be  referred  to  collectively  as  the  ''demised 
property"  or  "demised  railway."  It  is  expressly  understood 
and  agreed  that  this  lease  is  made  subject  to  all  the  rights 
of  the  Northwestern  Elevated  Railroad  Company,  its  suc- 
cessors and  assigns,  under  the  agreement  dated  August  22, 
1907,  made  by  and  between  that  Company  and  the  St.  Paul 
Company,  a  copy  of  which  agreement  is  hereto  attached, 
marked  "Exhibit  A,"  and  made  a  part  hereof.  The  North 
Shore  Company  hereby  agrees  that  during  the  term  of  this 
lease  it  will  perform  all  of  the  obligations  of  the  St.  Paul 


3 

Company  under  said  agreement  (except  in  so  far  as  such 
performance  shall  be  waived  or  dispensed  with  by  said  North- 
western Elevated  Railroad  Company),  and  save  and  keep 
harmless  the  St.  Paul  Company  therefrom,  except  as  to  work 
to  be  done  by  the  St.  Paul  Company  as  hereinafter  set  forth, 
and  the  St.  Paul  Company  hereby  assigns  and  transfers  to 
the  North  Shore  Company  all  the  right,  title  and  interest 
of  the  St.  Paul  Company  in  and  to  any  and  all  moneys, 
rents,  profits,  and  benefits  which,  during  the  term  of  this 
lease,  shall  accrue  and  become  payable  to  the  St.  Paul  Com- 
pany under  said  agreement. 

ARTICLE  II. 

Except  as  hereinafter  otherwise  provided,  and  subject  to 
the  aforesaid  rights  of  the  Northwestern  Elevated  Railroad 
Company  under  said  agreement,  "Exhibit  A,"  the  North 
Shore  Company  shall  at  all  times  during  the  term  of  this 
lease  have  full  and  exclusive  right,  power  and  authority  to 
occupy,  use,  control,  manage,  maintain  and  operate  all  and 
every  part  of  the  demised  property  and  of  the  railway  there- 
on, and  to  construct,  maintain  and  operate  on  the  demised 
property,  or  any  part  thereof,  such  additional  railroad 
tracks,  buildings  and  other  facilities  as  it  may  deem  de- 
sirable, and  to  make  such  additions,  alterations  or  changes 
in  the  existing  roadbed  upon  the  demised  property  as  it  may 
deem  proper;  and  the  North  Shore  Company  agrees  that  it 
will  give  to  the  St.  Paul  Company  written  notice  before  con- 
structing any  such  additional  railroad  tracks,  buildings  and 
other  facilities,  or  making  any  such  additions,  alterations  or 
changes,  and  will  afford  the  St.  Paul  Company  an  oppor- 
tunity to  examine  the  plans  therefor.  The  North  Shore 
Company  will,  upon  being  requested  so  to  do  by  the  St.  Paul 
Company,  or  required  so  to  do  by  any  competent  governmen- 


tal  authority,  at  the  expense  and  under  the  direction  of  the 
St.  Paul  Company,  construct,  and  will  thereafter  maintain 
and  operate  additional  industry  tracks,  and  such  additional 
industry  tracks  shall  thereupon  become  and  remain  a  part 
of  said  demised  railway,  and  shall  be  maintained  and  oper- 
ated in  all  respects  as  herein  provided  for  existing  industry 
tracks.  All  tracks,  except  additional  industry  tracks  here- 
inbefore provided  for,  buildings  and  other  facilities  placed 
upon  the  demised  property  by  the  North  Shore  Company 
during  the  term  of  this  lease  shall  be  at  its  sole  cost  and 
expense  and  shall  be  and  remain  its  sole  property  until  and 
unless  acquired  by  the  St.  Paul  Company  as  hereinafter  pro- 
vided. Upon  the  termination  of  this  lease  by  lapse  of  time 
or  otherwise,  the  St.  Paul  Company  may,  at  its  option, 
purchase  all  or  any  part  of  such  tracks,  buildings  or  other 
facilities  at  a  value  to  be  agreed  upon  between  the  St.  Paul 
Company  and  the  North  Shore  Company,  and  if  they  fail 
to  agree,  then  at  a  value  to  be  fixed  by  arbitration  under 
Article  XVII  hereof.  Should  the  St.  Paul  Company  fail  to 
exercise  said  option  as  to  any  of  such  tracks,  buildings  or 
other  facilities,  the  North  Shore  Company  shall,  at  its  own 
expense,  remove  the  same  from  the  demised  property  and  a 
failure  on  its  part  to  so  remove  within  a  reasonable  time 
shall  be  considered  an  abandonment  thereof. 

ARTICLE  III. 

For  and  during  the  term  of  this  lease,  as  rental  for  the 
demised  property,  and  as  compensation  for  the  rights  and 
privileges  hereby  granted,  the  North  Shore  Company  shall 
and  will  pay  to  the  St.  Paul  Company,  at  the  office  of  the 
St.  Paul  Company's  Treasurer  or  Assistant  Treasurer,  in 
Chicago,  Illinois,  the  following  sums,  to  wit: 

(1)     The  annual  sum  of  Thirty-two  Thousand  Dollars 
($32,000),  being  interest  at  fpur  (4)  per  cent,  on  Eight 


Hundred  Thousand  Dollars  ($800,000),  which  last  men- 
tioned amount,  for  the  purposes  hereof,  but  not  other- 
wise, is  agreed  to  be  the  original  cost  of  the  demised 
property.  Such  annual  sum  shall  be  paid  in  equal 
monthly  installments,  the  installment  for  each  month  to 
be  paid  on  the  15th  day  of  the  next  succeeding  month. 

(2)  The  annual  sum    of    One    Hundred    Fifty-seven 
Thousand,  Six  Hundred  Dollars  and  Twenty-five  Cents 
($157,600.25),  being  interest  at  four  and  fifty-seven  hun- 
dredths  per  cent,  plus  (4.57+%)  on  Three  Million,  Four 
Hundred  and  Forty-four  Thousand,  Nine  Hundred  and 
One    Dollars    and    Eighty-seven    Cents    ($3,444,901.87), 
which     last     mentioned     amount,     for     the     purposes 
hereof,    but    not    otherwise,    is    agreed    upon    as    the 
total    capital     expenditures    made     by     the     St.     Paul 
Company  upon  the  demised  property  after  the  original 
acquisition  thereof  and  up  to  November  30,  1918.   Such 
annual  sum  shall  be  paid  in  equal  monthly  installments 
during  said  term,  the  installment  for  each  month  to  be 
paid  on  the  15th  day  of  the  next  succeeding  month. 

(3)  On  all  expenditures  made  or  which  may  be  made 
by  the  St.  Paul  Company  between  November  30,  1918,  and 
May  1, 1919,  and  at  any  time  during  the  term  of  this  lease 
for    track    elevation,    additions    and    betterments    upon 
the  demised  property,  pursuant  to  the  existing  or  future 
requirements  of  any  federal,  state  or  municipal  authority, 
or  pursuant  to  any  of  the  terms  of  this  lease,  the  North 
Shore  Company  shall  pay  to  the  St.  Paul  Company  in- 
terest from  the  time  when  made  until  the  termination  of 
this  lease  at  a  rate  equal  to  that  which  the  St.  Paul 
Company  shall  be  required  to  pay  for  the  moneys  ap- 
plied to  the  "cost"  of  such  work  as  hereinafter  defined. 
The  interest  payable  by  the  North  Shore  Company  to  the 
St.  Paul  Company,  under  the  provisions  of  this  para- 
graph, shall  be  billed  monthly  and  paid  within  fifteen  (15) 
days  after  presentation  of  such  bills. 

In  determining  the  rate  of  interest  required  to  be 
paid  by  the  St.  Paul  Company  on  any  of  the  expendi- 
tures in  this  paragraph  (3),  there  shall  be  considered  not 
only  the  rate  or  rates  of  interest  borne  by  any  securities 
issued  for  such  expenditures,  but  also  the  discount  or 
premium,  if  any,  on  the  sale  of  such  securities,  and  the 
rates  of  interest  applicable  to  the  refunding  of  any  such 
securities. 


ARTICLE  IV. 

The  North  Shore  Company  hereby  covenants  and  agrees 
that  it  will  promptly  pay  and  discharge  and  save  the  St.  Pau) 
Company  harmless  from:  (a)  all  taxes  and  assessments 
levied  or  accruing  during  the  term  of  this  lease  upon  or 
against  the  demised  property,  except  such  taxes  as  the  Di- 
rector General  has  heretofore  agreed  with  the  St.  Paul  Com- 
pany to  pay  during  the  period  of  federal  control ;  and  except 
special  assessments  for  public  improvements  levied  against 
the  " demised  property,"  upon  the  amount  of  which  the 
North  Shore  Company  shall  pay  interest  under  paragraph 
(3)  of  Article  III  hereof;  (b)  all  license  fees  for  use  upon 
the  demised  property  of  the  North  Shore  Company's  equip- 
ment; and  (c)  all  claims,  demands,  debts,  and  tolls  incurred 
by  the  North  Shore  Company  in  connection  with  or  inciden- 
tal to  its  operation  of  the  demised  property.  No  part  of 
any  capital  stock  tax,  income  tax,  excise  tax  or  corporation 
tax  levied  or  assessed  against  the  St.  Paul  Company  shall 
be  chargeable  to  the  Lessee. 

The  books,  accounts  and  vouchers  of  each  of  the  principal 
parties  hereto  (the  St.  Paul  Company  and  the  North  Shore 
Company),  so  far  as  they  relate  to  matters  embraced  in  this 
instrument,  shall  be  open  during  the  usual  business  hours 
for  the  inspection  of  the  duly  authorized  officers  or  agents 
of  the  other  party. 

ARTICLE  V. 

The  Lessee  further  agrees  that  it  will  procure  all  neces- 
sary lawful  authority  so  to  do,  and  will  at  its  sole  cost  and 
expense  operate  and  run  said  demised  railway  at  all  times 
during  said  term  as  fully  and  to  the  same  extent  as  the 
Lessor,  as  the  owner  thereof,  is  now  or  shall  or  may  at  any 


time  hereafter  be  required  by  law  so  to  do;  that  it  will  like- 
wise promptly  perform  for  the  Lessor  or  the  Director  Gen- 
eral all  freight  and  switching  service  on  said  demised  rail- 
way in  such  manner  as  will  conserve  the  Lessor's  freight 
business  thereon,  and  at  all  times  be  satisfactory  to  the  duly 
constituted  governmental  authorities;  and  in  performing 
such  freight  and  switching  service,  the  Lessee  will  promptly 
receive  from  and  deliver  to  the  Lessor  or  the  Director  Gen- 
eral, on  tracks,  to  be  mutually  agreed  upon  as  interchange 
tracks,  between  Irving  Park  Boulevard  and  Montrose  Ave- 
nue, all  loaded  and  empty  freight  cars  that  are  in  good  oper- 
ating condition  when  tendered  to  the  Lessee  by  the  Lessor 
or  said  Director  General.  It  being  agreed  that  delivery  by 
the  Lessor  to  the  Lessee  and  by  the  Lessee  to  the  Lessor 
shall  be  considered  complete  when  cars  are  placed  on  such 
interchange  tracks,  and  the  Lessee  shall  and  will  assume,  be 
responsible  for  and  indemnify  the  Lessor  and  the  Director 
General  against  all  damage  to  cars  and  contents  thus  delivered 
to  it  while  in  the  possession  of  the  Lessee. 

The  Lessee  shall  accept  orders  from  shippers  or  indus- 
tries for  freight  car  equipment  and  promptly  transmit  such 
orders  to  the  Lessor,  and  the  Lessor  shall  furnish  such  equip- 
ment for  transportation  to  points  on  its  own  railway  and  its 
connections.  The  Lessee  shall  and  will  at  all  times  perform 
such  freight  and  switching  service  in  a  prompt  and  efficient 
manner  so  that  the  freight  business  of  said  demised  railway 
shall  be  developed  and  encouraged.  And  in  order  to  enable 
the  Lessee  to  perform  such  freight  and  switching  service, 
it  will  with  its  own  forces  and  means  and  without  expense 
to  the  Lessor  in  connection  therewith,  within  eighteen  months 
from  the  first  day  of  the  term  hereof,  prepare  all  the  exist- 
ing freight  and  industry  tracks  for  electrical  or  other 
form  of  operation  and  will  likewise,  promptly  after 
the  construction  thereof,  prepare  all  the  industry  tracks 


8 

hereafter  constructed  in  connection  with  said  demised  rail- 
way ;  and  will  so  perform  all  the  necessary  freight  and  switch- 
ing service  to  serve  all  the  existing  and  future  industries 
located  on  said  demised  railway.  The  said  Director  General 
or  the  Lessor  shall  perform  such  switching  service  during 
the  time  of  preparation  by  the  Lessee  of  said  existing  freight 
and  industry  tracks  for  electric  or  other  form  of  operation 
by  the  Lessee  as  hereinabove  provided  for. 

The  Lessor  or  the  Director  General,  as  the  case  may  be, 
shall  pay  to  the  Lessee,  and  the  Lessee  shall  receive,  in  full 
payment  for  all  freight  and  switching  service  so  performed 
by  it,  the  sum  of  Five  Dollars  (|5)  per  loaded  or  revenue 
earning  car  handled  by  the  Lessee;  it  being  agreed 
that  no  charge  shall  be  made  by  the  Lessee  for  han- 
dling empty  cars  moving  to  or  from  any  industry  tracks 
on  said  demised  railway.  Said  sum  of  Five  Dollars 
($5)  per  car  shall,  for  the  purpose  of  this  agreement, 
be  taken  as  the  actual  cost  to  the  Lessee  of  performing 
such  freight  and  switching  service.  Either  party  may,  at 
its  option,  at  the  end  of  the  first  six  months  after  the  Lessee 
shall  have  commenced  performance  of  such  freight  and 
switching  service  in  the  manner  aforesaid,  and  at  the  end 
of  any  two-year  period  thereafter  during  the  term  hereof, 
by  giving  to  the  other  ten  (10)  days'  notice  in  writing  of  a 
desire  so  to  do,  demand  an  increase  or  decrease  of  the  amount 
so  to  be  paid  the  Lessee  for  such  service,  during  the 
two-year  period  thence  next  ensuing;  the  intention  and 
agreement  being  that  the  Lessor  or  the  Director  General, 
shall  pay  an  amount  equal  to  the  actual  cost  of  performing 
such  service,  but  shall  at  no  time,  under  the  terms  hereof, 
pay  for  such  freight  and  switching  service  more  than  the 
actual  cost  to  the  Lessee  of  performing  the  same.  The  cost 
of  such  service  shall  include  only  such  expense  as  is  incident 
to  or  properly  chargeable  against  such  service  and  the  per- 


formance  thereof,  not  including  interest  on  capital  invested 
in  fixed  property,  or  depreciation  of  such  property,  and  not 
including  cost  of  maintaining  freight  and  industry  tracks, 
but  such  cost  shall  include  a  fair  proportion  of  interest  and 
depreciation  on  electric  motors  used  in  such  service,  based 
on  the  extent  of  such  use,  as  compared  with  the  whole  use  made 
of  such  motors,  and  shall  also  include  damage  to  freight  cars 
and  contents  handled  for  the  Lessor  while  in  the  possession 
of  the  Lessee;  and  shall  also  include  taxes  payable  by  the 
Lessor  under  that  certain  supplementary  agreement  dated 
August  22,  1907,  assumed  by  the  Lessee  as  provided  for  in 
Article  XIV  hereof;  and  the  Lessee  shall  and  will  keep  sepa- 
rately a  full,  true,  itemized  account  in  detail  of  such  cost,  which 
account  shall  be  open  to  the  inspection  of  the  Lessor  at  all  rea- 
sonable times.  Should  the  parties  hereto  fail  to  agree  upon 
the  actual  cost  to  ihe  Lessee  of  performing  such  freight  and 
switching  service,  the  question  shall  be  referred  to  arbi- 
tration as  provided  for  in  Article  XVII  hereof. 

Payment  for  such  freight  and  switching  service  performed 
by  the  Lessee  shall  be  made  monthly  within  fifteen  (15)  days 
after  presentation  of  bills  therefor. 

It  is  agreed  that  the  Lessee  shall  have  no  right,  duty  or 
obligation  in  connection  with  the  Lessor's  charges  to  ship- 
pers or  consignees  of  freight  on  the  line  of  said  demised 
railway.  The  Lessee  agrees  that  it  will  not,  without  the 
written  consent  of  the  Lessor,  use  said  demised  railway,  or 
permit  the  same  to  be  used,  for  the  transaction  of  an  inter- 
change carload  freight  business,  based  on  carload  revenue, 
with  other  steam  railroads,  unless  compelled  by  law  so  to  do ; 
but  nothing  herein  contained  shall  be  construed  as  limiting 
the  use  of  said  demised  railway  for  the  transaction  of  a  less 
than  carload  freight  business. 


10 


ARTICLE  VI. 

The  Lessee  shall  and  will  at  all  times  and  in  all  respects 
conform  to  all  requirements  of  the  laws  of  the  United  States 
Government  and  to  all  rules,  orders  and  regulations  of  the 
United  States  Kailroad  Administration,  and  to  all  require- 
ments of  the  laws  of  the  State  of  Illinois  and  all  lawful  and 
binding  ordinances  and  other  regulations  of  municipal  cor- 
porations, save  as  herein  otherwise  provided  for  so  far  as  the 
same  may  be  applicable  to  said  demised  railway,  or  demised 
property,  and  thereby  at  all  times  well  and  truly  render  to  the 
public  upon  said  premises,  not  only  all  and  all  manner  of 
such  service  as  is  now  or  may  hereafter  be  of  it  lawfully 
required  by  its  own  charter  or  articles,  but  also  all  service 
in  carrying  on  the  business  of  a  common  carrier  upon  said 
demised  railway  as  the  Lessor  would  be  lawfully  bound  to 
render  if  itself  performing  such  service. 

And  the  Lessee  further  covenants  and  agrees  that  it 
will,  at  its  own  proper  cost  and  expense,  preserve  and  keep 
the  demised  railway  and  demised  property,  and  every  part 
of  the  same,  in  thorough  repair  and  working  order  and  con- 
dition, and  supplied  with  rolling  stock  and  equipment,  ex- 
cept freight  cars  for  shipment  to  and  from  lines  beyond 
the  demised  railway  hereinbefore  provided  for. 

The  Lessee  further  agrees  that  it  will,  at  its  own  sole  cost 
and  expense,  from  time  to  time,  and  whenever  needed,  during 
the  term  aforesaid,  do  or  cause  to  be  done,  to  and  upon  the  said 
demised  railway  and  demised  property  any  and  all  repairs,  re- 
placements and  renewals;  provided,  however,  that  the  Les- 
sor shall,  at  its  own  cost  and  expense  and  without  profit  to 
it,  do  all  the  track  elevation  work  and  make  all  additions 
and  betterments  upon  the  demised  railway  necessary  to  com- 
ply with  the  terms  of  any  existing  or  future  requirements 
of  any  competent  federal,  state  or  municipal  authority  and  the 


11 

provisions  of  this  lease ;  and  will  also,  at  its  own  cost  and  ex- 
pense and  without  profit  to  it,  construct  any  and  all  permanent 
new  stations  and  platforms  and  platform  canopies  on  the  de- 
mised railway  which  may  be  necessary  to  comply  with  the 
terms  of  any  existing  or  future  requirements  of  any  competent 
federal,  state  or  municipal  authority;  provided,  however,  in 
any  event,  permanent  new  stations  and  platforms  and  plat- 
form canopies  shall  be  so  constructed  by  the  Lessor  at  Foster 
Street,  Noyes  Street,  Central  Street  and  Isabella  Street,  in 
the  City  of  Evanston,  at  the  time  the  tracks  at  said  points  are 
being  elevated. 

It  is  understood  and  agreed  that  the  elevation  of  tracks 
and  roadbed  of  said  demised  railway  for  the  accommodation 
of  four  (4)  standard  gauge  tracks  between  the  north  line  of 
Broadway,  a  street  in  the  City  of  Chicago,  and  a  point 
near  the  crossing  of  Chicago  Avenue,  in  the  City  of  Evanston, 
and  for  the  accommodation  of  three  (3)  standard  gauge  tracks 
from  the  said  point  near  the  crossing  of  said  Chicago  Avenue 
to  the  south  line  of  University  Place,  Evanston,  Illinois,  in 
such  manner  as  shall  comply  with  existing  ordinances  of  the 
City  of  Chicago  and  the  City  of  Evanston,  and  the  construction 
of  permanent  new  stations  and  platforms  and  platform  cano- 
pies on  said  section  of  said  Evanston  Division,  the  construction 
and  laying  of  tracks,  and  all  other  work  in  connection  there- 
with, having  been  temporarily  interrupted,  shall  upon  demand 
of  the  Lessee,  be  resumed,  carried  out  and  done  by  the  Lessor 
after  the  date  of  the  proclamation  by  the  President  of  the 
United  States  of  the  exchange  of  ratifications  of  the  treaty  of 
peace,  or  as  soon  thereafter  as  financial  and  labor  conditions 
will  permit;  but  the  Lessor  reserves  the  right,  if  required  so 
to  do  by  duly  constituted  governmental  authority,  to  resume 
and  proceed  with  said  work  at  an  earlier  date,  it 
being  agreed,  however,  that  the  plans  for  all  station' 
buildings,  platforms  and  platform  canopies  shall  be  ap- 
proved by  the  Lessee.  And  in  order  to  enable  the  Lessor  to 


12 

do  the  work  in  this  Article  VI  specified,  the  Lessee  will  from 
time  to  time  and  at  all  times,  during  the  progress  of  such 
work,  afford  the  Lessor  free  and  convenient  access  to,  and 
such  use  of  said  demised  railway  and  property  as  may  be 
deemed  necessary  or  expedient,  and  will  make  no  charge 
against  the  Lessor  for  such  use;  and  the  Lessee  will  at  all 
times  during  the  progress  of  such  work  use  its  best  endeav- 
ors to  facilitate  the  safe,  convenient,  economical  and  expedi- 
tious prosecution  of  the  same,  hereby  waiving  and  releasing 
any  claim  against  the  Lessor  for  damage  resulting  from  inter- 
ference with,  delay  to,  or  increased  expense  of  transacting 
the  business  of  the  Lessee  caused  by  the  proper  prosecution 
of  such  work. 

The  cost  of  the  work  so  to  be  performed  by  the  Lessor  shall 
include  all  the  expense  direct  and  incidental  thereto  plus  ten 
per  cent.  (10%)  on  all  labor  items  and  fifteen  per  cent.  (15%) 
on  all  material  items,  in  accordance  with  the  rules  of  the 
General  Managers'  Association,  and  all  cost  and  ex- 
pense arising  out  of  any  claim  for  damage  to  per- 
sons or  property  or  for  the  death  of  any  person  arising  out  of 
or  resulting  from  such  work  during  the  progress  thereof,  or 
after  its  completion ;  and  such  cost  shall  be  added  to  expendi- 
tures upon  which  the  Lessee  shall  pay  interest  as  provided  for 
in  paragraph  three  of  Article  III  hereof. 

ARTICLE  VII. 

Should  the  Lessee  fail  to  promptly  make  the  payments 
hereinbefore  specified,  at  the  times  and  in  the  manner  here- 
inbefore provided,  time  being  of  the  essence  of  this  inden- 
ture, or  fail  to  promptly  and  duly  perform  any  of  the  other 
covenants  and  agreements  herein  contained  by  it  to  be  per- 
formed, such  neglect  or  failure  shall  constitute  a  breach  of 
this  indenture,  and  if  such  default  shall  continue  for  a  period 
of  ninety  (90)  days  after  written  notice  served  upon  it  by 


13 

the  Lessor,  this  lease  shall  thereupon  terminate  and  the  Les- 
see shall,  upon  the  expiration  of  said  ninety  (90)  days,  forfeit 
all  rights  and  interest  hereby  granted,  and  the  Lessor  may 
thereupon,  with  or  without  process  of  law,  exclude  the  Les- 
see from  the  further  possession  and  use  of  said  demised 
railway  and  premises,  and  the  Lessee  shall  have  or  make  no 
claim  against  the  Lessor  on  account  of  such  exclusion. 

ARTICLE  VIII. 

The  Lessee  further  covenants  and  agrees  to  and  with  the 
Lessor  that  at  the  end  of  said  term,  or  sooner  termination 
of  this  indenture,  as  herein  provided  for,  the  Lessee  will  re- 
deliver  and  surrender  up  to  the  Lessor,  or  its  successors  and 
assigns,  the  said  demised  railway  and  premises,  in  as  good 
order  and  condition  as  the  same  shall  be  delivered  to  the 
Lessee  under  this  Lease,  ordinary  wear  and  tear  only  ex- 
cepted,  and  said  demised  property  shall  be  so  redelivered 
free  and  clear  of  all  liens  and  incumbrances  for  labor  and 
material  used  by  the  Lessee  in  maintaining,  renewing,  repair- 
ing and  operating  said  demised  railway  and  premises  and  in 
constructing,  maintaining,  renewing  and  repairing  additions 
and  betterments. 

/ 
ARTICLE  IX. 

The  Lessor  hereby  reserves  to  itself  the  right  and  privi- 
lege of  issuing,  either  under  the  mortgage  now  on  said  de- 
mised railway  and  demised  property,  or  under  any  mortgage 
hereafter  executed  by  the  Lessor,  bonds  in  the  manner  and 
form  in  such  mortgage  or  mortgages  prescribed,  bearing  in- 
terest and  payable  as  therein  provided,  and  not  exceeding  the 
number  and  amount  specified  in  such  mortgage  or  mortgages, 
for  the  purpose  of  procuring  funds  for  track  elevation  work, 
additions  and  betterments,  as  hereinbefore  provided  for. 


u 


ARTICLE  X. 

The  Lessee  further  covenants  and  agrees  that  it  will,  at 
all  times  during  the  term  of  this  indenture,  seasonably  fulfill 
and  satisfy  every  condition  of  every  deed  or  agreement 
conveying  to  the  Chicago  &  Evanston  Railroad  Company,  or 
to  the  Chicago  &  Lake  Superior  Railway  Company,  or  to 
the  Chicago,  Evanston  &  Lake  Superior  Railway  Company, 
or  to  the  Lessor,  any  portion  of  or  easement  in  or  for  the 
right  of  way  or  station  grounds  of  said  demised  railway  and 
demised  property,  and  thereby  save  the  Lessor  harmless  from 
or  on  account  of  any  breach  thereof.  The  St.  Paul  Company 
shall  assign  to  the  North  Shore  Company  all  its  interests  in 
any  outstanding  leases  of  any  of  the  demised  property  and 
the  rents  payable  thereunder.  The  Lessor  agrees  that  the 
Lessee  may  from  time  to  time  lease  to  others  any  property 
hereby  demised  which  may  at  any  time  be  available 'for  stores, 
offices,  factories  or  mercantile  buildings. 


ARTICLE  XL 

The  Lessee  further  covenants  and  agrees  that  it  will  at 
all  times  during  the  term  aforesaid  assume  all  and  all  man- 
ner of  risk  and  liability  incident  to,  or  which  may  in  any 
manner  grow  out  of,  the  maintenance  and  operation  by  the 
Lessee  of  said  demised  railway  and  property,  and  any 
construction  work  done  by  the  Lessee,  and  will  indemnify 
and  save  harmless  the  Lessor  and  the  Director  General 
of,  from  and  against  all  liability,  damage,  claim,  or  de- 
mand which  shall  in  any  manner  arise  out  of  such  con- 
struction, maintenance  and  operation,  as  fully  and  in  all 
respects  as  if  the  Lessee  were  sole  owner  of  said  demised 
railway  and  property,  and  every  part  thereof.  If  any  action 
to  enforce  any  such  liability,  damages,  claim  or  demand, 


15 

shall  be  brought  against  the  Lessor  alone  or  jointly  with  any 
other  party,  the  Lessee  shall  and  will  upon  notice  thereof 
in  writing,  promptly  assume  and  conduct  the  defense  of  such 
action  to  the  final  conclusion  thereof,  and  by  seasonable  pay- 
ment and  satisfaction,  including  all  costs,  expenses  and  at- 
torneys '  fees  in  so  defending  the  same,  wholly  relieve  the  Les- 
sor from  all  pecuniary  consequences  thereof. 


ARTICLE  XII. 

The  Lessee  will  not  (save  only  as  to  the  Northwestern 
Elevated  Eailroad  Company,  its  successors  or  assigns),  with- 
out the  written  consent  of  the  Lessor,  sell  or  in  any  manner 
assign  or  transfer  this  lease,  and  will  not  permit  any  other 
person,  company  or  corporation  to  share  in  any  right  or 
privilege  hereby  granted,  except  as  otherwise  herein  pro- 
vided. This  lease  shall,  however,  attach  to  and  run 
with  the  railways  of  the  respective  parties  during  the 
term  hereby  created,  and  be  binding  upont  and  inure 
to  the  benefit  of  any  railway  company  hereafter  owning 
or  operating  either  of  such  railways;  but  nothing  herein  con- 
tained shall  be  construed  as  limiting  the  use  of  said  demised 
railway  and  property  by  the  Lessee,  and  by  said  Northwest- 
ern Elevated  Railroad  Company,  and  any  succeeding  owner 
of  the  latter,  in  such  manner  as  the  Lessee  may  elect,  or  as 
is  provided  in  said  agreement  of  August  22,  1907;  provided 
all  agreements  on  the  part  of  the  Lessee  in  this  lease  con- 
tained shall  be  observed  and  carried  out. 


16 


ARTICLE  XIII. 

The  Lessee  is  familiar  with  the  terms  and  conditions  oi- 
said  agreement  of  August  22,  1907,  between  the  Lessor  aril 
said  Northwestern  Elevated  Railroad  Company,  under  which 
said  demised  premises  are  now  being  operated  jointly  by  the 
Lessor  and  said  Northwestern  Elevated  Railroad  Company 
and  takes  this  lease  subject  to  the  consent  of  said  Northwest- 
ern Elevated  Railroad  Company.  If  this  lease  shall  be  for- 
feited or  terminated  for  any  cause,  prior  to  the  expiration  of 
the  term  of  the  said  agreement  of  August  22,  1907,  any  and 
all  interest  of  the  Lessee  in  said  agreement,  shall  be  thereby  at 
once  retransferred  and  reassigned  to  the  Lessor,  and  any 
change  in,  modifications,  amendments  or  interpretations  of 
said  agreement,  made  by  the  Lessee  and  by  the  Northwestern 
Elevated  Railroad  Company  while  this  lease  shall  be  in  force, 
and  to  which  the  Lessor  is  not  a  party,  shall  not,  after  such 
termination,  be  binding  or  conclusive  upon  the  Lessor  unless 
expressly  adopted  and  confirmed  by  the  Lessor,  in  writing,  but 
the  said  agreement,  as  it  exists  on  the  date  hereof,  shall,  upon 
such  termination,  be  fully  restored  and  thereafter  continued 
until  its  expiration,  unless  otherwise  agreed  by  the  Lessor  and 
the  said  Northwestern  Elevated  Railroad  Company.  The  Les- 
sor agrees  that  at  all  times  while  this  lease  is  in  force,  said 
Northwestern  Elevated  Railroad  Company  and  Lessee  inay 
jointly  use,  conduct  and  operate  said  demised  railway  and 
property  in  such  manner  and  on  such  terms  as  may  from  time 
to  time  be  agreed  upon  between  said  Northwestern  Elevated 
Railroad  Company  and  Lessee,  provided,  all  agreements  on  the 
part  of  the  Lessee,  in  this  lease  contained,  shall  be  observed 
and  carried  out. 


17 


ARTICLE  XIV. 

The  Lessor  further  transfers,  sets  over  and  assigns  unto 
the  Lessee  all  of  its  rights,  interest,  benefits  and  privi- 
leges in,  to  and  under  a  certain  supplemental  agreement  dated 
August  22,  1907,  between  the  Lessor  and  said  Northwestern 
Elevated  Railroad  Company,  being  supplemental  to  said 
agreement  of  August  22,  1907,  and  pertaining  to  the  payment 
of  taxes  upon  said  Evanston  Division;  a  copy  of  which  said 
agreement  is  hereto  attached,  marked  Exhibit  B,  and  made 
a  part  hereof.  Lessee  hereby  accepts  such  transfer  and 
assignment  and  agrees  to  assume  all  duties  and  obligations 
of  Lessor  under  said  supplemental  agreement. 


ARTICLE  XV. 

The  contract  of  May  16,  1908,  between  the  Lessor,  the 
Northwestern  Elevated  Railroad  Company  and  the  Lessee 
as  successor  of  the  Chicago  and  Milwaukee  Electric  Rail- 
road Company,  is,  by  and  with  the  consent  of  the  North- 
western Elevated  Railroad  Company  and  the  Lessee,  hereby 
terminated. 


ARTICLE  XVI. 

This  indenture  is  made  subject  to  such  possession,  use, 
control  and  operation  of  said  demised  railway  and  property 
as  the  Director  General  of  Railroads  has  heretofore,  is  now 
or  may  hereafter  exercise  over  the  same,  pursuant  to  the 
Act  of  Congress,  entitled:  "An  Act  to  provide  for  the  oper- 


18 


ation  of  transportation  systems  while  under  Federal  control; 
for  the  just  compensation  of  their  owners,  and  for  other 
purposes,"  approved  March  21,  1918. 


ARTICLE  XVII. 

It  is  mutually  understood  and  agreed  by  and  between  the 
parties  hereto  that  if  any  question  shall  at  any  time  arise 
concerning  the  construction  of  any  part  of  this  agreement, 
or  of  any  right  or  duty  of  either  party  hereunder,  upon 
which  question  the  parties  hereto  cannot  agree,  such  ques- 
tion shall  be  submitted  to  the  arbitrament  of  three  (3)  dis- 
interested persons,  experienced  in  railway  business,  to  be 
chosen,  one  by  each  party  hereto,  and  the  third  by  the  two 
so  chosen;  that  the  party  desiring  such  arbitration  shall 
select  its  arbitrator,  giving  written  notice  thereof  to  the  other 
party,  in  such  notice  stating  precisely  the  matter  or  matters 
which  it  proposes  to  bring  before  the  arbitrators-  and  only 
matters  so  stated  shall  be  by  them  considered  or  decided; 
that  if  the  party  so  notified  shall  for  twenty  days  thereafter 
fail  to  notify  the  other  party  the  name  of  an  arbitrator  by  it 
chosen,  the  arbitrator  named  by  the  party  so  requiring  arbi- 
tration may  and  shall  name  and  appoint  an  arbitrator  on 
behalf  of  the  party  so  in  default,  and  the  arbitrator  named 
and  appointed  as  lastly  provided  shall  have  the  same  power 
and  authority  as  if  named  and  appointed  by  the  party  so 
failing  to  appoint.  If  the  two  arbitrators  chosen  in  any 
manner  aforesaid,  shall  be  unable  to  agree  upon  the  third 
arbitrator,  such  third  arbitrator  may  be  appointed  by  any 
person  sitting  as  Judge  of  the  District  Court  of  the  United 
States  for  the  District  in  which  Cook  County,  Illinois,  may 
be  then  located,  and  residing  in  said  District,  upon  thirty  (30) 


19 

days'  notice  in  writing  of  application  for  such  purpose.  The 
arbitrators  duly  chosen  in  any  manner  aforesaid  shall  imme- 
diately proceed  to  hear  and  determine  all  matters  in  the 
written  notice  specified,  and  so  submitted  to  them,  after  giv- 
ing each  party  hereto  not  less  than  five  days'  notice  of  the 
time  and  place  of  meeting;  and  shall,  at  the  time  and  place 
so  appointed,  summarily  proceed  to  hear  and  decide  the 
matters  so  specified,  unless,  in  their  judgment,  the  hearing 
shall  be  adjourned  to  a  later  day  or  days,  of  which  adjourn- 
ment like  notice  shall  be  given,  unless  such  notice  be  waived 
in  writing  by  both  parties  hereto,  in  which  case  the  hearing 
may  proceed  at  an  earlier  date.  The  determination  of  such 
arbitrators,  or  of  a  majority  of  them,  as  to  any  matters  so 
submitted  to  them,  shall  be  made  in  writing  and  shall  be 
final  and  conclusive,  and  the  parties  hereto  shall  and  will 
abide  by  such  determination  and  perform  the  requirements 
and  conditions  thereof  as  if  the  same  were  made  a  part  of 
this  indenture.  Until  the  arbitrators  shall  have  made  their 
award  upon  any  matter  submitted  to  them,  the  business  to  be 
transacted  and  the  settlements  and  payments  to  be  made 
under  this  indenture  shall  continue  to  be  transacted  and 
made  in  the  manner  practiced  prior  to  the  submission  of 
such  matter. 


ARTICLE  XVIII. 

It  is  understood  and  agreed  that  this  lease  and  agreement, 
and  any  contract  that  may  be  made  between  the  Lessee  and  the 
Northwestern  Elevated  Railroad  Company  for  the  joint  oper- 
ation by  them  of  said  demised  railroad  and  the  main  line  of 
the  Northwestern  Elevated  Railroad  Company,  shall  be  sub- 
ject to  the  approval  of  the  Public  Utilities  Commission  of  the 


20 

State  of  Illinois.  The  St.  Paul  Company  does  not  warrant 
the  title  to  said  " demised  railway"  or  " demised  property," 
and  the  North  Shore  Company's  right  to  use  the  same  shall 
be  such  only  as  the  St.  Paul  Company  has  authority  by  law 
to  grant;  and  the  St.  Paul  Company  shall  not  be  liable  to 
the  North  Shore  Company  in  any  manner,  or  to  any  extent 
whatever,  in  case  of  want  or  failure  at  any  time  of  the  title 
to  said  "demised  railway"  or  "demised  property";  or  in 
case  of  a  lack  of  lawful  authority  to  grant  such  right. 


ARTICLE  XIX. 

The  agreements  of  Walker  D.  Hines,  Director  General  of 
Railroads,  shall  not  extend  beyond  the  period  of  federal  con- 
trol of  railroads,  and,  unless  sooner  terminated,  shall,  as 
to  him,  terminate  at  the  end  of  such  federal  control.  Dur- 
ing the  period  of  federal  control,  all  covenants  and  agree- 
ments herein  contained  to  be  kept  and  performed  by  the 
Lessor  so  far  as  they  relate  to  the  freight  and  switching 
service  herein  provided  for,  shall  be  kept  and  per- 
formed by  the  Director  General  and  the  Director 
General  will  collect  and  retain  all  freight  charges 
and  revenue  derived  from  the  freight  business  of  the 
Lessor  on  said  demised  railroad  and  property,  and  will  pay 
to  the  Lessee  the  actual  cost  of  the  freight  and  switching 
service  performed  by  it,  as  hereinbefore  provided.  On  ter- 
mination of  federal  control,  the  Lessor  shall  succeed  to  all 
the  rights  and  obligations  of  the  Director  General. 

IN  WITNESS  WHEREOF,  the  railway  companies,  parties  here- 
to, have  caused  this  indenture  to  be  executed  by  their  proper 
officers  thereunto'  duly  authorized,  and  their  respective  cor- 
porate seals  to  be  hereunto  affixed;  and  the  Director  General 


21 

of  Kailroads  has  duly  executed  this  indenture  the  day  and 
year  first  above  written,  all  in  four  original  documents. 

WALKER  D.  HINES, 
(SEAL)  Director  General  of  Railroads. 

By  H.  E.  BYRAM, 

Federal  Manager  of  Chicago,  Milwaukee 
&  St.  Paul  Railroad. 

CHICAGO   MILWAUKEE  &  ST.  PAUL  RAILWAY 
COMPANY. 

By  R.  M.  CALKINS, 
(CORPORATE  SEAL)  President. 

Attest : 

E.  W.  ADAMS, 

Secretary. 

CHICAGO  NORTH  SHORE  AND  MILWAUKEE 
RAILROAD. 

By  R.  FLOYD  CLINCH, 
(CORPORATE  SEAL)  Vice  President. 

Attest : 

WILLIAM  V.  GRIFFIN, 

Secretary. 


22 


STATE  or  ILLINOIS, 
COUNTY  OF  COOK. 


i 


On  this  16th  day  of  April,  A.  D.  1919,  before  me, 
a  Notary  Public,  within  and  for  the  County  of  Cook 
and  State  of  Illinois,  personally  appeared  H.  E.  Byram, 
to  me  known  to  be  the  Federal  Manager  of  the  Chicago,  Mil- 
waukee and  St.  Paul  Kailroad  and  the  identical  person  whose 
name  is  subscribed  to  the  foregoing  Indenture  of  Lease  as 
such  Federal  Manager,  and  acknowledged  the  execution  of 
said  Indenture  of  Lease  for  the  uses  and  purposes  therein 
stated,  as  the  voluntary  act  and  deed  of  Walker  D.  Hines, 
Director  General  of  Railroads. 

Given  under  my  hand  and  notarial  seal  this  16th  day  of 
April,  A.  D.  1919. 

W.   D.   MlLLARD, 

(NOTARIAL  SEAL)  Notary  Public  in  and  for  said  County. 

My  commission  expires  May  10,  1920. 


23 

STATE  OF  ILLINOIS,    / 
Cor  STY  OF  COOK      (  ss* 

On  this  30th  day  of  April,  A.  D.  1919,  before  me, 
a  Notary  Public,  within  and  for  the  County  of  Cook 
and  State  of  Illinois,  personally  appeared  E.  M. 
Calkins,  to  me  known  to  be  the  President  of  the  Chicago,  Mil- 
waukee and  St.  Paul  Railway  Company,  and  the  identical 
person  whose  name  is  subscribed  to  the  foregoing  Indenture 
of  Lease  as  such  President,  and  acknowledge  the  execution 
of  said  Indenture  of  Lease  as  the  voluntary  act  and  deed  of 
the  said  Chicago,  Milwaukee  and  St.  Paul  Railway  Company 
by  him  as  such  officer  voluntarily  executed;  and  that  the  seal 
affixed  to  said  Indenture  is  the  corporate  seal  of  said  cor- 
poration. 

Given  under  my  hand  and  notarial  seal  this  30th  day  of 
April,  A.  D.  1919. 

W.    D.    MlLLARD, 

(NOTARIAL  SEAL)  Notary  Public  in  and  for  said  County. 

My  commission  expires  May  10,  1920. 


24 


STATE  OF  ILLINOIS, 
COUNTY  OF  COOK. 

On  this  16th  day  of  April,  A.  D.  1919,  before  me, 
a  Notary  Public,  within  and  for  the  County  of  Cook 
and  State  of  Illinois,  personally  appeared  R.  Floyd 
Clinch,  to  me  known  to  be  the  Vice  President  of  the  Chicago 
North  Shore  and  Milwaukee  Railroad,  and  the  identical  per- 
son whose  name  is  subscribed  to  the  foregoing  Indenture  of 
Lease  as  such  Vice  President,  and  acknowledged  the  execution 
of  said  Indenture  of  Lease  as  the  voluntary  act  and  deed  of 
the  said  Chicago  North  Shore  and  Milwaukee  Railroad  by 
him  as  such  officer  voluntarily  executed;  and  that  the  seal 
affixed  to  said  Indenture  is  the  corporate  seal  of  said  cor- 
poration. 

Given  under  my  hand  and  notarial  seal  this  16th  day  of 
April,  A.  D.  1919. 

AMBROSE  RYAN, 
(NOTARIAL  SEAL)  Notary  Public  in  and  for  said  County. 

My  commission  expires  June,  1919. 


23 

THE  NORTHWESTERN  ELEVATED  RAILROAD  COMPANY,  in  con- 
sideration of  the  benefits  it  will  derive  therefrom,  hereby 
consents  to  the  execution  of  the  foregoing  lease,  and  the  fore- 
going assignment  by  the  Lessor  of  its  interest  in  the  agree- 
ments of  August  22,  1907,  attached  to  said  lease  as  Exhibits 
A  and  B,  and  agrees  to  be  bound  by  the  terms  of  the  foregoing 
lease  in  so  far  as  its  interests  may  appear. 

NORTHWESTERN  ELEVATED  RAILROAD 
COMPANY. 

By  BRITTON  I.  BUDD, 
(CORPORATE  SEAL)  President. 

Attest : 

WILLIAM  F.  HOLTZ, 

Assistant  Secretary. 


26 


STATE  OF  ILLINOIS  ) 
COUNTY  OF  COOK     [ 


On  this  16th  day  of  April,  A.  D.  1919,  before  me, 
a  Notary  Public,  within  ajid  for  the  County  of  Cook 
and  State  of  Illinois,  personally  appeared  Britton  I.  Budd,  to 
me  known  to  be  the  President  of  the  Northwestern  Elevated 
Eailroad  Company  and  to  be  the  identical,  person  whose  name 
is  subscribed  to  the  foregoing  Consent  and  Agreement  as  such 
President,  and  acknowledged  the  execution  of  said  instrument 
as  the  voluntary  act  and  deed  of  said  Northwestern  Elevated 
Eailroad  Company  by  him  as  such  officer  voluntarily  executed ; 
and  that  the  seal  affixed  to  said  instrument  is  the  corporate  seal 
of  said  corporation. 

Given  under  my. hand  and  Notarial  Seal  this  16th  day  of 
April,  A.  D.  1919. 

AMBROSE  EYAN, 
(NOTARIAL  SEAL)  Notary  Public  in  and  for  said  County. 

My  commission  expires  June,  1919. 


27 


EXHIBIT  "A." 

THIS  AGREEMENT,  Made,  and  entered  into  this  22nd  day 
of  August,  A.  D.  1907,  by  and  between  the  CHICAGO,  MIL- 
WAUKEE &  ST.  PAUL  RAILWAY  COMPANY,  a  corporation  or- 
ganized under  the  laws  of  the  State  of  Wisconsin,  herein- 
after styled  the  "St.  Paul  Company,"  and  the  NORTHWEST- 
ERN ELEVATED  RAILROAD  COMPANY,  a  corporation  organized 
under  the  laws  of  the  State  of  Illinois,  hereinafter  styled 
the  "L  Company;"  WITNESSETH: 

WHEREAS,  the  St.  Paul  Company  owns  a  line  of  railway, 
known  as  its  Evanston  Division  (formerly  owned  by  the  Chi- 
cago, Evanston  &  Lake  Superior  Railway  Company),  a  por- 
tion of  which  extends  from  Graceland  avenue,  in  the  City  of 
Chicago,  Cook  County,  Illinois,  northerly  through  the  City  of 
Evanston,  to  the  northern  terminus  of  said  railway  at  the 
south  line  of  Linden  avenue  in  the  Village  of  Wilmette,  in  said 
county;  which  portion  of  said  Division  is  hereinafter  styled 
the  "Evanston  Line";  and 

WHEREAS,  the  L  Company  operates  in  said  City  of  Chicago 
a  system  of  elevated  electric  railway  for  the  carriage  of  pas- 
sengers; and  for  such  carriage,  as  well  as  for  the  carriage  of 
mails  and  baggage  and  of  such  express  matter  as  is  usually 
carried  with  express  messengers  upon  passenger  trains,  de- 
sires to  obtain  the  joint  use  of  said  Evanston  line;  and, 

WHEREAS,  the  St.  Paul  Company  is  willing,  for  the  consider- 
ation and  upon  the  terms  and  conditions  hereinafter  con- 
tained or  mentioned,  to  let  the  L  Company  into  the  joint  use 
and  operation  of  said  Evanston  line  to  the  extent  and  in  the 
manner  hereinafter  provided,  but  only  for  such  carriage  as 
aforesaid,  and  also  for  such  service  to  the  St.  Paul  Company 
as  is  hereinafter  provided  for;  and 


28 

WHEREAS,  the  St.  Paul  Company  and  the  L  Company  de- 
sire to  improve  and  promote  the  passenger  business  of  their 
respective  lines,  and  to  that  end  the  St.  Paul  Company,  so  far 
as  it  may  lawfully  do  so,  is  willing  to  subordinate  its  freight 
business  on  said  Evanston  Line  to  such  passanger  business; 
Now,  THEREFORE, 

In  consideration  of  their  respective  mutual  and  dependent 
covenants  and  agreements  hereinafter  contained,  the  said 
Companies  do  hereby  respectively  covenant  and  agree  as  fol- 
lows: 

AKTICLE  I. 

The  St.  Paul  Company  covenants  and  agrees  that  it  will 
forthwith,  at  its  own  expense,  do  all  things  necessary  to  put 
the  two  main  tracks,  as  well  as  the  freight  tracks,  of  said 
Evanston  Line  in  good  alignment,  well  tied  and  ballasted,  and 
the  same,  and  all  appurtenances  thereto,  in  first  class  oper- 
ating condition;  and  will  put  in  good  condition  all  towers, 
gates  at  street  intersections,  street  crossings,  right  of  way 
fences,  culverts,  drains  and  ditches  appertaining  thereto.  The 
St.  Paul  Company  will,  at  the  expense  of  the  Joint  Fund 
hereinafter  mentioned,  spread  the  two  existing  main  tracks 
at  the  following  points  upon  said  Evanston  Line;  and  will 
permit  the  L  Company  to  construct  and  maintain  (at  like 
expense)  at  said  points,  platforms,  not  exceeding  three  hun- 
dred feet  in  length,  and  of  the  width  hereinafter  designated, 
viz.: 

At  the  existing  stations  of  Argyle,  Edgewater,  North  Edge- 
water,  Birchwood,  South  Evanston,  Dempster  street  and 
Noyes  street ;  platforms  twelve  feet  in  width. 

At  the  existing  station  of  Davis  street ;  a  platform  eighteen 
feet  in  width. 

At  a  point  within  five  hundred  and  seventy-five  feet  south 
of  the  south  line  of  Oakten  avenue;  a  platform  ten  feet  in 
width. 


29 


AKTICLE  II. 

The  St.  Paul  Company  further  covenants  and  agrees  that, 
for  the  purposes  of  such  carriage  as  aforesaid,  but  none  other, 
it  will,  so  far  as  it  may  lawfully  do  so,  let  the  L  Company 
into  the  use  and  operation,  exclusive,  except  as  hereinafter 
otherwise  provided,  of  the  two  existing  main  tracks  of  said 
Evanston  Line  between  the  present  northern  terminus  thereof 
and  the  foot  of  an  incline  structure  to  be  constructed  as 
hereinafter  provided  for  at  a  point  between  Ainslie  street 
and  Argyle  street,  and  of  all  that  part  of  said  incline  structure 
which  will  be  on  the  right  of  way  of  the  St.  Paul  Company. 
The  St.  Paul  Company  will  also  let  the  L  Company  into  the 
use  of  such  other  main,  side  and  spur  tracks  as  the  St.  Paul 
Company  may  from  time  to  time  designate  for  the  handling 
of  the  freight  business  upon  said  Evanston  Line,  as  pro- 
vided for  in  Article  V  hereof.  The  St.  Paul  Company  will 
let  the  L  Company  into  the  use  and  operation  of  such  further 
portion  of  said  Evanston  Line  between  said  incline  struc- 
ture and  said  Graceland  avenue,  as  shall  be  necessary  or 
convenient  for  the  taking,  handling  or  delivery  of  freight 
cars  or  freight  trains  of  the  St.  Paul  Company,  as  in  Article 
V  hereof  provided.  Each  such  use  being  subject,  however,  to 
every  unexpired  lease  of  any  property  aforesaid,  and  to  any 
and  all  conditions  contained  in  any  deed  or  agreement  con- 
veying or  affecting  any  of  the  real  property  aforesaid;  and 
the  St.  Paul  Company  agrees  that  it  will  at  all  times  allow 
to  the  L  Company  upon  the  present  property  of  the  St.  Paul 
Company  between  Church  street  in  Evanston  and  the  north- 
ern terminus  of  the  Evanston  Line,  such  room  for  the  storage, 
cleaning  and  repair  of  the  cars  of  the  L  Company  used  upon 
said  Evanston  Line  as  the  St.  Paul  Company  can  spare. 

Notwithstanding  anything  herein  contained  the  St.  Paul 
Company  hereby  expressly  reserves  the  right  to  lay,  maintain 


30 

and  operate  upon  its  said  right  of  way  and  station  grounds, 
such  other  track  or  tracks  as  it  may  at  any  time  desire,  and 
which  will  in  no  manner  interfere  with  the  safe  and  convenient 
use  and  operation  of  said  two  existing  main  tracks  by  the  L 
Company ;  and  the  St.  Paul  Company  hereby  further  reserves 
the  right,  at  its  own  expense,  to  move  the  said  two  existing 
main  tracks,  and  any  buildings  erected  by  the  L  Company 
to  or  towards  the  extreme  east  line  of  its  said  right  of  way, 
and  to  use  the  remainder  of  the  width  of  said  right  of  way 
for  any  purpose  or  business  it  may  see  fit.  Provided,  how- 
ever, and  the  St.  Paul  Company  hereby  agrees  that  it  will 
not,  during  the  term  hereof,  use  its  said  right  of  way  (or  any 
property  adjacent  thereto  which  may  be  hereafter  acquired 
by  it)  for  any  purpose  or  business  competitive  with  the  busi- 
ness of  the  L  Company  contemplated  by  this  agreement. 

The  St.  Paul  Company  covenants  and  agrees  that  this 
agreement  shall  be  construed  as  a  grant  unto  the  L  Company 
for  all  the  purposes  hereof,  for  the  several  considerations, 
and  upon  each  condition,  and  subject  to  each  reservation  in 
this  agreement  contained,  of  all  such  uses  and  rights  of  oper- 
ation as  aforesaid,  so  long  after  the  date  hereof  as  the  L 
Company,  its  successors  or  assigns,  shall  be  permitted,  under 
existing  ordinances  of  the  City  of  Chicago,  or  by  any  other 
existing  legal  authority,  to  maintain  and  operate  the  ele- 
vated railroad  now  operated  by  it  between  the  terminals  of 
the  L  Company  in  the  South  Division  of  the  City  of  Chi- 
cago, including  its  present  elevated  loop  on  the  south,  and 
Wilson  avenue  on  the  north,  and  the  L  Company  shall  in  all 
things  well  and  truly  keep  and  perform  all  its  covenants, 
and  fulfill  each  condition  in  this  agreement  contained,  but 
not  later  than  the  8th  day  of  January,  A.  D.  1944.  It  is, 
however,  understood  that  the  St.  Paul  Company  will  operate 
its  Evanston  Line  as  heretofore  until  it  is  ready  to  be  oper- 
ated electrically  by  the  L  Company  to  the  northern  terminus 
of  said  Evanston  Line,  in  accordance  with  the  provisions 


31 

hereof ;  and  when  said  Evanston  Line  is  ready  to  be  operated 
electrically  by  the  L  Company  to  said  terminus,  said  L  Com- 
pany shall  give  to  the  St.  Paul  Company  fifteen  days'  notice 
thereof,  at  the  end  of  which  fifteen  days  the  St.  Paul  Company 
shall,  except  as  herein  reserved,  have  or  claim  no  use  of  said 
Evanston  Line  inconsistent  with  its  agreements  or  grants 
herein  contained. 

ARTICLE  III. 

The  St.  Paul  Company  covenants  and  agrees  that  whenever 
and  wherever  the  handling  of  the  freight  business  of  the  St. 
Paul  Company  upon  the  two  existing  main  tracks  which  are 
to  be  used  by  the  L  Company  for  passenger  business,  shall 
interfere  with  such  use,  it  will,  if  the  width  of  its  right  of  way 
will  there  permit,  and  it  is  lawful  so  to  do,  construct,  lay  and 
maintain,  at  its  own  expense,  upon  the  present  grade  of  said 
Evanston  Line,  and  also  upon  any  hereafter  elevated  part 
thereof  where  no  retaining  wall  shall  be  necessary,  a  third 
track  and  any  other  main  tracks  it  may  deem  necessary; 
which  additional  tracks  may  include  any  part  of  any  existing 
track  other  than  the  two  existing  main  tracks  aforesaid ;  Pro- 
vided, that  wherever,  in  the  judgment  of  the  St.  Paul  Com- 
pany, the  width  of  the  right  of  way  will  not  permit  such  addi- 
tional track  or  tracks,  the  St.  Paul  Company  may,  at  its  own 
expense,  connect  such  additional  tracks  with  the  two  existing 
main  tracks  operated  by  the  L  Company. 

The  St.  Paul  Company  further  agrees  that  whenever  and 
wherever  the  tracks  of  said  Evanston  Line,  or  any  part  there- 
of, are  to  be  elevated,  it  will  perform  the  work  of  such  eleva- 
tion at  cost,  and  in  conformity  with  any  ordinance  or  ordi- 
nances of  the  City  of  Chicago,  or  of  the  City  of  Evanston  per- 
taining thereto. 


32 


ARTICLE  IV. 

It  is  a  condition  of  this  agreement  and  of  such  grant  as 
aforesaid  that  the  L  Company  shall,  and  it  hereby  agrees  that 
it  will,  without  unnecessary  delay,  cause  to  be  done  all  and 
everything  necessary  for  the  equipment  and  the  skilled  and 
efficient  electrical  operation  of  said  Evanston  Line  by  the  L 
Company,  and  will  furnish  all  necessary  cars  and  motors  to 
be  used  thereon  as  hereinafter  provided. 

The  L  Company  may  also  erect,  upon  and  along  the  por- 
tions of  said  Evanston  Line  whereof  it  is  to  have  the  use, 
such  new  station  buildings,  temporary  or  permanent,  as  the 
parties  hereto  shall  from  time  to  time  agree,  and  shall  sea- 
sonably construct  a  suitable  incline  structure  (hereafter  de- 
nominated "Incline  Connection")  northward  from  the  north 
end  of  its  present  elevated  structure  just  north  of  Wilson 
avenue,  so  that  by  means  thereof  a  proper  connection  of  the 
tracks  to  be  laid  thereon  can  be  made  with  the  tracks  of  the 
St.  Paul  Company  between  Ainslie  and  Argyle  streets ;  which 
incline  structure  and  all  things  thereon,  except  electrical 
equipment,  shall  be  deemed  personal  property,  and  as  such  be 
the  common  property  of  the  parties  hereto,  share  and  share 
alike. 

ARTICLE  V. 

It  is  a  condition  of  this  agreement  and  of  such  grant  as 
aforesaid,  that  the  L  Company  shall,  and  it  hereby  agrees 
that  it  will,  without  unnecessary  delay,  connect  by  means  of 
the  Incline  Connection  the  two  existing  main  tracks  of  said 
Evanston  Line  with  its  existing  elevated  railroad,  and  operate 
all  thereof  within  30  months  after  the  execution  and  delivery 
hereof,  and  thereafter  during  all  the  term  hereby  granted 
continue  to  operate  the  whole  thereof  as  herein  provided ;  and 
shall  and  will,  throughout  the  continuance  of  this  agreement 


33 

and  of  such  grant,  renew  and  maintain  in  good  repair,  the 
said  Incline  Connection,  the  two  existing  main  tracks  of  the 
St.  Paul  Company,  and  all  buildings  used  by  the  L  Company; 
and  shall  and  will  establish  and  maintain  such  suitable  and 
ample  train  service  as  will  satisfactorily  handle  the  passenger 
traffic  of  said  Evanston  Line  to,  from  and  upon  the  terminals 
of  the  L  Company  in  the  South  Division  of  the  City  of  Chi- 
cago, including  its  present  Elevated  Loop,  in  said  Chicago, 
and  shall  and  will  accord  passengers  to  and  from  said  Ev- 
anston Line  the  same  facilities  and  accommodations  as  fur- 
nished passengers  to  and  from  the  main  line  of  the  L  Com- 
pany; and  shall  and  will  at  all  times  in  all  respects  conform 
to  all  valid  requirements  of  the  laws  of  the  State  of  Illinois, 
and  of  all  ordinances  and  other  regulations  of  municipal  cor- 
porations, so  far  as  applicable  to  the  obligations  of  the  L  Com- 
pany hereunder,  and  thereby  at  all  times  well  and  truly  render 
to  the  public  upon  said  Evanston  Line  north  of  its  Wilson 
avenue  station  not  only  all  and  all  manner  of  such  service  as 
is  now  or  may  be  hereafter  of  it  lawfully  required  by  its  own 
Charter  or  Articles,  or  by  any  such  law,  ordinance  or  regula- 
tion, but  also  all  such  service  in  carrying  passengers  as  the 
St.  Paul  Company  would  be,  at  the  same  time  or  times,  law- 
fully bound  to  render  if  itself  there  carrying  passengers  over 
said  part  of  said  Evanston  Line. 

The  L  Company  also  covenants  and  agrees  that  it  will  at 
all  times  move  upon  and  over  said  Evanston  Line  freight  cars 
and  freight  trains  of  the  St.  Paul  Company,  not  exceeding  six 
cars  in  any  one  train,  as  the  latter  company  shall  from  time 
to  time  require;  that  it  will  do  all  necessary  switching  and 
will  place  said  cars  for  loading  and  unloading,  and  that  it 
will  perform  all  and  every  service  required  in  connection  with 
the  handling  of  such  freight  cars  and  freight  trains,  as 
promptly  as  the  St.  Paul  Company  itself  could  be  lawfully 
required  to  perform  the  same  service;  and  the  L  Company 
will  for  such  purpose  receive  and  deliver  all  such  cars  and 


34 

trains  at  such  place  on  said  Evanston  Line,  south  of  Incline 
Connection,  as  the  St.  Paul  Company  shall  from  time  to 
time  select.  The  St.  Paul  Company  agrees  to  pay  the  L 
Company,  upon  presentation  of  proper  bills  therefor,  the 
actual  cost  of  such  service;  and  the  L  Company  covenants 
and  agrees  that  if  it  shall  fail  so  to  move  and  handle  any 
such  freight  car  or  train,  the  St.  Paul  Company  may,  with  its 
own  power  and  employees,  immediately  enter  upon  such  ad- 
ditional main  tracks,  side  and  spur  tracks,  and  upon  such 
portions  of  said  two  existing  main  tracks  as  shall  have  been 
then  theretofore  used  for  freight  purposes,  and  may  thence- 
forth itself  thereon  handle  and  move  its  freight  cars  and 
trains  as  it  shall  deem  proper ;  provided,  however,  that  if  the 
cause  of  such  failure  upon  the  part  of  the  L  Company  is  not 
attributable  to  want  of  foresight,  provision  of  proper  facili- 
ties or  lack  of  energy,  then  when  such  cause  is  removed,  the 
right  and  obligation  of  the  L  Company  to  handle  and  move 
such  freight  cars  and  trains  as  expressed  in  this  agreement 
shall  be  restored,  it  being  understood  that  this  proviso  shall 
govern  the  parties  hereto  from  time  to  time  whenever  the 
circumstances  make  it  applicable;  subject  to  the  conditions 
of  this  agreement. 

It  is  understood  and  agreed  that  the  St.  Paul  Company 
shall,  by  its  sole  agents,  bill  all  freight;  collect  all  charges 
thereon,  and  perform  all  other  service  relating  to  the  receipt 
and  delivery  of  such  freight,  except  the  handling  of  freight 
cars  and  freight  trains.  It  is  further  understood  and  agreed 
that,  at  any  time  after  the  completion  of  one  of  said  addi- 
tional main  tracks,  the  St.  Paul  Company  may,  at  its  option, 
itself  alone,  perform  all  the  service  of  moving,  switching, 
placing  and  handling  all  freight  cars  and  freight  trains  upon 
said  Evanston  Line,  and  do  all  things  in  connection  with  the 
freight  business  upon  said  Line,  to  the  same  extent  as  if  this 
agreement  had  never  been  made;  and  thereupon  all  rights, 
privileges  and  obligations  of  the  L  Company  relating  to  said 


35 

freight  business,  and  to  the  maintenance  and  repair  of  said 
side,  spur  and  additional  main  tracks  as  herein  set  forth,  shall 
cease  and  determine. 

ARTICLE  VI. 

The  L  Company  agrees  alone  to  bear  and  pay  all  the  cost 
of  the  preparation  and  outfitting  provided  for  in  the  first 
paragraph  of  Article  IV  hereof,  and  of  any  improvements 
and  further  equipments  which  may  at  any  time  be  required  by 
the  last  paragraph  thereof  (excepting  temporary  stations), 
to  the  aggregate  amount  of  Eight  Hundred  Thousand  Dol- 
lars ($800,000) ;  and  it  is  mutually  agreed  that  for  any  ex- 
cess of  the  cost  over  said  $800,000  of  such  preparation  and 
outfitting,  improvements  and  further  equipments,  the  L  Com- 
pany will  further  expend  its  own  sole  funds,  and  that  upon 
one-half  of  the  amount  of  such  excess  (unless  the  entire  excess 
shall  by  mutual  agreement  be  repaid  out  of  the  Joint  Fund 
hereinafter  provided  for,  or  unless  the  St.  Paul  Company  shall 
elect  to  pay  one-half  of  the  amount  of  such  excess)  the  St. 
Paul  Company  shall  and  will  until  the  termination  of  this 
agreement,  pay  to  the  L  Company,  interest  thereon  at  the 
rate  of  four  per  centum  (4%)  per  annum;  provided,  however, 
that  the  St.  Paul  Company  shall,  and  hereby  agrees  that  it 
will,  pay  to  the  L  Company  the  cost  of  the  electrical  equip- 
ment of  tracks  used  exclusively  for  freight  business. 

It  is  further  mutually  agreed  that  of  the  cost  of  the  Incline 
Connection  northward  from  Wilson  avenue,  each  party  here- 
to shall  and  will,  as  occasion  shall  from  time  to  time  require, 
seasonably  advance  and  pay  one-half;  and  that  for  the  cost 
of  all  permanent  new  stations,  and  the  cost,  direct  or  inci- 
dental, of  all  track  elevation,  the  St.  Paul  Company  shall  and 
will  from  time  to  time,  as  each  particular  occasion  shall  re- 
quire, provide  all  necessary  funds;  and  that  upon  one-half 
of  each  amount  so  provided  by  the  St.  Paul  Company,  un- 


36 

less  paid  by  the  L  Company,  the  L  Company  shall  and  will, 
until  the  termination  of  this  agreement,  pay  to  the  St.  Paul 
Company  interest  thereon  at  the  rate  of  four  per  centum 
(4%)  per  annum. 

All  interest  in  this  Article  mentioned  shall  be  payable  on 
the  first  day  of  June  of  each  year. 

It  is  mutually  agreed  that  all  the  cost  of  erecting  temporary 
new  station  buildings,  platforms,  and  the  cost  of  spreading 
the  two  existing  main  tracks  as  herein  provided  for,  shall  be 
deemed  expense  of  operation. 

It  shall  be  the  duty  of  the  L  Company  to  properly  maintain, 
renew  and  repair  the  cars  necessary  for  the  operation  of 
said  Evanston  Line  and  the  cost  thereof  shall  be  divided  upon 
a  mileage  basis  and  such  proportion  of  the  same  paid  out 
of  the  " Joint  Fund"  hereinafter  designated,  as  the  number 
of  car  miles  run  by  said  cars  upon  said  Evanston  Line  bears 
to  the  total  number  of  car  miles  run  by  said  cars. 

ARTICLE  VII. 

It  is  mutually  agreed  that  for  convenience  of  accounting 
for  fares  collected  from  passengers  carried  to,  from  or  upon 
said  Evanston  Line,  the  right  of  way  occupied  by  the  railroad 
of  the  L  Company  and  the  said  Evanston  Line  shall  be  di- 
vided and  denominated  as  follows : 

The  downtown  elevated  loop  of  the  L  Company  and  its 
railroad,  thence  to  and  including  the  Wilson  avenue  station 
of  the  L  Company,  shall  constitute  "Section  A"; 

The  portion  of  said  right  of  way  north  from  said  Wilson 
avenue  station  to  the  present  northern  City  Limits  of  the  City 
of  Chicago  shall  constitute  "Section  B"; 

The  right  of  way  north  from  said  present  Chicago  city  lim- 
its to  the  present  northern  boundary  line  of  the  City  of 
Evanston  shall  constitute  " Section  C"; 


37 

And  the  residue  of  said  right  of  way  north  from  said  north- 
ern boundary  line  of  the  City  of  Evanston  shall  constitute 
"  Section  D." 

Of  all  fares  derived  from  the  carriage  of  passengers  be- 
tween any  point  in  ''Section  A"  and  any  point  in  "Section 
B,"  one-half  shall  be  retained  by  the  L  Company,  and  the 
other  one-half  shall  be  placed  in  a  fund  hereby  designated 
''Joint  Fund."  Provided,  that  of  all  fares  derived  from  the 
carriage  of  passengers  originating  or  terminating  in  "Sec- 
tion C"  or  in  "Section  D"  passing  over  any  part  of  "Sec- 
tion A,"  said  L  Company  shall  receive  an  amount  equal  to 
the  then  rate  of  fare  fixed  by  law  or  otherwise  for  the  car- 
riage of  passengers  by  the  L  Company  within  the  limits  of  the 
City  of  Chicago,  for  every  such  passenger  so  carried,  and  the 
remainder  shall  go  into  said  Joint  Fund.  Every  other  pas- 
senger fare  for  carriage  anywhere  upon  said  Evanston  Line, 
as  well  as  all  earnings  or  income  derived  by  the  L  Com- 
pany from  any  other  source  upon  said  Evanston  Line  north  of 
said  Wilson  avenue  station  shall  go  into  said  Joint  Fund; 
but  nothing  herein  contained  shall  be  construed  to  include 
the  freight  charges  collected  by  the  St.  Paul  Company  as 
in  Article  V  hereof  provided. 

It  is  further  mutually  agreed  that  from  such  Joint  Fund 
the  L  Company  shall  duly  pay  all  expenses  of  its  operation 
of  said  Evanston  Line  and  Incline  Connection,  and  also  all 
expenses  of  maintaining,  renewing  and  repairing  the  same, 
except  such  track  or  tracks  as  shall  be  used  only  for  freight 
business  of  the  St.  Paul  Company,  and  except  such  building 
or  buildings  as  shall  not  be  used  by  the  L  Company  (but  no 
extraordinary  repairs  or  renewals  shall  be  made  without  the 
consent  of  the  St.  Paul  Company) ;  and  that  the  net  residue 
of  such  Joint  Fund  remaining  at  the  end  of  each  calendar 
month  shall,  on  or  before  the  twentieth  day  of  the  next  en- 
suing month,  be  divided  between  the  parties  hereto,  share 


38 

and  share  alike;  and  the  L  Company  shall  and  will  then  pay 
to  the  St.  Paul  Company  one-half  thereof.  Should  such  Joint 
Fund  be,  in  any  calendar  month,  insufficient  for  the  payments 
in  this  paragraph  provided  for,  each  party  hereto  shall  and 
will  contribute  to  said  Joint  Fund  one-half  (|)  of  the  de- 
ficiency, repayable  out  of  said  Joint  Fund  as  soon  as  the 
condition  of  the  said  Fund  will  permit. 

It  is  mutually  agreed  that  the  expenses  of  maintenance,  re- 
newal, repair  and  operation  payable  out  of  said  "Joint  Fund" 
in  or  for  any  month,  shall  include  no  greater  proportion  of 
the  general  expenses  of  the  L  Company  than  the  proportion 
which  all  passenger  earnings  of  said  Evanston  Line,  in  and 
for  the  same  month,  shall  bear  to  the  combined  passenger 
earnings  of  all  lines  owned,  controlled  or  operated  by  the  L 
Company  during  the  same  month.  It  being  agreed  that  such 
general  expense  shall  include  the  salaries  of  general  officers, 
assistants  and  clerks  of  the  L  Company  only  when  engaged 
in  the  supervision,  accounting  or  operation  of  said  Evanston 
Line;  and  that  interest  payments  and  taxes  of  the  L  Com- 
pany on  lines  owned,  controlled  or  operated  by  it  shall  not  be 
deemed  part  of  its  general  expenses. 

The  St.  Paul  Company  shall  and  hereby  agrees  that  it  will, 
on  or  before  the  15th  day  of  each  calendar  month,  on  pre- 
sentation of  proper  bill  therefor,  pay  to  the  L  Company  for 
the  benefit  of  the  Joint  Fund,  any  cost  and  expense  paid  by 
the  L  Company  from  such  Fund  for  maintaining,  renewing 
or  repairing  such  track  or  tracks  as  shall  be  used  only  for 
the  freight  business  of  the  St.  Paul  Company;  but  all  such 
expenditures  shall  be  subject  to  the  direction  and  approval 
of  the  St.  Paul  Company.  And  the  St.  Paul  Company  further 
agrees  that  it  will  likewise  pay  to  the  L  Company,  for  the 
benefit  of  the  Joint  Fund,  such  proportion  of  the  cost  and 
expense  paid  by  the  L  Company  for  maintaining,  renewing  or 
repairing  the  tracks  used  jointly  for  freight  and  passenger 


39 

business,  as  the  number  of  freight  cars  passing  over  such 
tracks  bears  to  the  total  number  of  cars  passing  over  the 
same,  and  for  the  purpose  of  computing  such  proportion  one 
loaded  freight  car  shall  be  counted  as  two  units  and  one 
empty  freight  car  as  one  unit. 

The  L  Company  shall  and  will  at  all  times  keep  or  cause 
to  be  kept  such  books  of  accounts  as  may  be  necessary  in  order 
to  render  proper  accountings  hereunder. 

All  gross  receipts  of  the  L  Company  in  each  month  derived 
from  rentals  for  the  whole  or  any  part  of  any  building  or 
buildings,  platform  or  platforms,  now  existing,  or  hereafter 
constructed  by  the  L  Company  and  in  any  manner  leased 
anywhere  upon  or  along  said  Line,  and  all  its  other  gross 
receipts  not  herein  referred  to  derived  from  the  operation 
of  said  Evanston  Line  as  herein  provided  shall  be  carried  into 
an  "Advertising  and  Rental  Account,"  and,  after  payment 
of  all  the  expenses  and  cost  of  securing  and  realizing  upon 
each  such  business,  the  net  residue  of  all  thereof  shall,  on  or 
before  the  fifteenth  day  of  the  next  ensuing  month,  become 
a  part  of  said  Joint  Fund.  The  L  Company  shall  have  the  ex- 
clusive right  to  make  all  contracts  for  advertisements,  and 
other  station  privileges,  and  such  advertisements  and  privi- 
leges shall  be  placed  upon  the  same  basis  of  compensation 
as  that  received  by  the  L  Company  for  similar  advertising 
and  privileges  on  its  line  between  Wilson  avenue  and  Lake 
street.  Of  any  such  "other  gross  receipts"  as  shall  be  de- 
rived from  the  carriage  of  any  express  matter  or  mails,  or 
from  advertisements  in  cars,  only  such  proportion  shall  go 
into  such  advertising  and  rental  account  as  the  mileage  of  its 
or  their  carriage  upon  said  Evanston  Line  shall  bear  to  the 
entire  mileage  of  its  or  their  carriage  by  the  L  Company. 

Every  payment  to  the  St.  Paul  Company  hereinbefore  pro- 
vided for  shall  be  made  in  lawful  money  of  the  United  States 
to  the  Treasurer  of  the  St.  Paul  Company,  at  his  office  in  the 


40 

City  of  Chicago,  and  shall  be  accompanied  by  such  detailed 
statements  of  receipts  and  disbursements  during  such  pre- 
ceding month,  certified  by  the  Secretary  or  Treasurer  of  the 
L  Company,  as  may  be  necessary  or  desirable  for  proper  ac- 
counting to  the  St.  Paul  Company  under  this  agreement. 

The  books  and  accounts  of  the  L  Company,  so  far  as  they 
shall  relate  to  any  such  income  or  expenditure  as  aforesaid, 
shall  be  open  during  usual  business  hours  for  the  inspection 
of  the  President  of  the  St.  Paul  Company,  or  of  any  person 
by  him  thereto  authorized  in  writing. 

ARTICLE  VIII. 

It  is  a  further  condition  of  this  agreement,  and  of  such 
grant  as  aforesaid,  that  the  L  Company  and  the  St.  Paul 
Company  shall,  and  they  hereby  agree  that  they  will  at  all 
times  after  the  execution  and  during  the  continuance  of  this 
agreement,  use  their  utmost  endeavors  to  foster  and  increase 
the  business  of  carrying  passengers  upon  said  Evanston  Line, 
and  shall  not  and  will  not  build,  acquire  or  lease  any  com- 
peting line  or  enter  into  any  traffic  arrangement  with  any 
other  line,  person  or  persons,  copartnership,  association  or 
corporation,  east  of  the  right  of  way  of  the  Milwaukee  Di- 
vision of  the  Chicago  and  North- Western  Railway  Company 
as  now  located,  which  may  divert  passenger  business  from 
the  said  Evanston  Line. 

The  L  Company  hereby  further  agrees  that  if  at  any  time 
during  the  term  hereof  the  St.  Paul  Company  shall  be  re- 
quired by  competent  legal  authority  so  to  do,  it  may  enter 
upon  said  two  existing  main  tracks  and  carry  passengers  in 
accordance  with  the  requirements  of  such  authority  upon  any 
part  of  its  said  Division  between  the  Wilson  Avenue  station 
of  the  L  Company  as  now  located  and  the  present  northern 
terminus  of  said  Evanston  Line;  and  the  revemae  derived 
therefrom  shall,  after  deducting  the  cost  of  such  carriage,  be 
added  to  and  become  part  of  said  Joint  Fund. 


41 

ARTICLE  IX. 

It  is  a  further  condition  of  this  agreement  and  of  such 
grant  as  aforesaid,  that  the  L  Company  shall,  and  it  hereby 
agrees  that  it  will  at  all  times  after  it  shall  begin  the  opera- 
tion of  said  Evanston  Line,  seasonably  fulfill  and  satisfy 
every  condition  of  every  deed  or  agreement  conveying  to  the 
Chicago  &  Evanston  Railroad  Company,  or  to  the  Chicago 
&  Lake  Superior  Railway  Company,  or  to  the  Chicago,  Ev- 
anston &  Lake  Superior  Railway  Company  or  to  the  St.  Paul 
Company,  any  portion  of  or  easement  in  or  for  the  right  of 
way  or  station  grounds  of  said  Evanston  Line,  north  of  In- 
cline Connection  in  so  far  as  the  same  relate  to  the  rights 
obtained  by  the  L  Company  hereunder,  and  thereby  save  the 
St.  Paul  Company  harmless  from  or  on  account  of  any  breach 
thereof. 

The  L  Company  shall  and  will  at  all  times  seasonably  pay 
out  of  said  Joint  Fund,  and  so  satisfy  and  discharge,  all  and 
all  manner  of  risk  and  liability  incident  to,  or  which  shall  in 
any  manner  grow  out  of,  the  operation  of  said  Evanston  Line, 
and  indemnify  and  save  harmless  the  St.  Paul  Company  of, 
from  and  against  all  liability,  damage,  claim  and  demand 
which  shall  in  any  manner  arise  out  of  such  operation  by  the 
L  Company,  as  fully  in  all  respects  as  if  the  said  L  Company 
were  sole  owner,  and  in  the  exclusive  control,  possession  and 
use  of  the  said  Evanston  Line  and  every  part  thereof.  The 
St.  Paul  Company  shall,  and  it  hereby  agrees  that  it  will, 
assume  the  risk  of  all  loss,  damage  and  expense  resulting 
solely  by  reason  of  the  operation  of  said  Evanston  Line  for 
freight  traffic;  except,  however,  such  loss,  damage  or  expense 
thus  resulting  caused  by  collisions  between  freight  and  pas- 
senger trains  operated  on  said  Line.  If  any  action  to  enforce 
any  such  liability,  damages,  claim  or  demand  not  above  ex- 
cepted,  which  shall  arise  out  of  operation  by  the  L  Company, 
shall  be  brought  against  the  St.  Paul  Company  alone,  or 


42 

against  both  parties  hereto,  the  L  Company  shall  and  will, 
upon  notice  thereof  in  writing  subscribed  by  any  general  offi- 
cer of  the  St.  Paul  Company,  promptly  assume  and  conduct 
the  defense  of  such  action,  to  the  final  conclusion  thereof,  and 
by  seasonable  payment  and  satisfaction  out  of  said  Joint 
Fund,  including  among  other  things  all  expenses  and  attor- 
ney's fees  in  defending  the  same,  wholly  relieve  the  St.  Paul 
Company  from  all  pecuniary  consequence  thereof. 

A  list  of  said  deeds,  leases  and  agreements  referred  to 
herein,  identified  by  the  signatures  of  the  respective  Presi- 
dents of  the  parties  hereto,  is  hereto  annexed. 

ARTICLE  X. 

It  being  the  express  purpose  of  the  parties  hereto  that 
neither  of  them  shall  by  reason  of  this  agreement  or  the 
preparation  and  outfitting  of  said  line  or  any  improvements 
or  further  equipments,  as  hereinbefore  provided,  acquire  or 
claim  any  share  or  ownership  in  any  property  entering  into 
said  Evanston  Line,  or  used  in  the  electric  operation  thereof, 
which  is  now  the  sole  property  of  the  other  party,  or  which 
shall  be  hereafter  contributed  thereto  at  the  sole  expense  of 
such  other  party,  it  is  hereby  mutually  agreed  that  upon  any 
termination  of  this  agreement  the  L  Company  shall  be  en- 
titled to  remove  from  said  Evanston  Line,  and  shall  and  will 
promptly  remove  therefrom,  without  unnecessary  injury  to 
any  property  of  the  St.  Paul  Company,  all  and  all  kinds  of 
property  by  it  theretofore  thereto  furnished  at  its  own  sole 
cost,  whether  so  furnished  under  and  by  virtue  of  the  first 
paragraph  of  Article  IV  hereof,  or  otherwise,  and  all  re- 
newals thereof  then  and  there  being ;  and  that  the  L  Company 
shall  and  will  thereupon  restore  to  the  St.  Paul  Company 
the  exclusive  possession  of  all  said  Evanston  Line  and  of 
all  and  all  kinds  of  improvements,  structures  and  property 
then  thereon,  whether  now  part  and  parcel  of  said  Line  or 


43 

hereafter  added  thereto  either  at  the  sole  expense  of  the  £t. 
Paul  Company  or  by  means  of  its  funds  provided  pursuant 
to  Article  VI  hereof.  Provided,  however,  that  the  Incline 
Connection  hereinbefore  provided  for  may  be  removed  by  the 
L  Company  from  the  property  of  the  St.  Paul  Company,  but 
if  so  removed,  the  L  Company  shall  repay  to  the  St.  Paul 
Company  the  one-half  advanced,  or  to  be  advanced  by  the  St. 
Paul  Company  as  aforesaid. 

The  term  incline  or  incline  structure,  or  incline  connection, 
wherever  used  herein,  shall  be  construed  to  mean  the  founda- 
tions, and  everything  resting  thereon  except  electrical  equip- 
ment. 

ARTICLE  XL 

It  is  mutually  understood  and  agreed  by  and  between  the 
parties  hereto  that  if  any  question  shall  at  any  time  arise 
concerning  the  construction  of  any  part  of  this  agreement, 
or  of  any  right  or  duty  of  either  party  hereunder,  upon 
which  question  the  parties  hereto  cannot  agree,  such  question 
shall  be  submitted  to  the  abitrament  of  three  disinterested 
persons,  experienced  in  railway  business,  to  be  chosen,  one  by 
each  party  hereto,  and  the  third  by  the  two  so  chosen ;  that  the 
party  desiring  such  arbitration  shall  select  its  arbitrator,  giv- 
ing written  notice  thereof  to  the  other  party,  in  such  notice 
stating  precisely  the  matter  or  matters  which  it  proposes  to 
bring  before  the  arbitrators ;  and  only  matters  so  stated  shall 
be  by  them  considered  or  decided;  that  if  the  party  so  noti- 
fied shall  for  ten  days  thereafter  fail  to  notify  the  other  party 
the  name  of  an  arbitrator  by  it  chosen,  the  arbitrator  named 
by  the  party  so  requiring  arbitration  may  and  shall  name 
and  appoint  an  arbitrator  on  behalf  of  the  party  so  in  de- 
fault, and  the  arbitrator  named  and  appointed  as  lastly  pro- 
vided shall  have  the  same  power  and  authority  as  if  named 
and  appointed  by  the  party  so  failing  to  appoint.  If  the  two 


44 

arbitrators  chosen  in  any  manner  aforesaid,  shall  be  unable 
to  agree  upon  the  third  arbitrator,  such  third  arbitrator  may 
be  appointed  by  any  person  sitting  as  Judge  of  the  Circuit 
Court  of  the  United  States  for  the  District  in  which  Cook 
County,  Illinois,  may  be  then  located,  and  residing  in  said 
district,  upon  ten  (10)  days'  notice  in  writing  of  application 
for  such  purpose.  The  arbitrators  duly  chosen  in  any  manner 
aforesaid  shall  immediately  proceed  to  hear  and  determine 
all  matters  in  the  written  notice  specified,  and  so  submitted 
to  them,  after  giving  to  each  party  hereto  not  less  than  five 
days'  notice  of  the  time  and  place  of  meeting;  and  shall,  at 
the  time  and  place  so  appointed  summarily  proceed  to  hear 
and  decide  the  matters  so  specified,  unless  in  their  judgment 
the  hearing  should  be  adjourned  to  a  later  day  or  days,  of 
which  adjournment  like  notice  shall  be  given,  unless  such 
notice  be  waived  in  writing  by  both  parties  hereto,  in  which 
case  the  hearing  may  proceed  at  an  earlier  date.  The  de- 
termination of  such  arbitrators,  or  of  a  majority  of  them,  as 
to  any  matters  so  submitted  to  them,  shall  be  made  in  writing 
and  shall  be  final  and  conclusive,  and  the  parties  hereto  shall 
and  will  abide  by  such  determination  and  perform  the  re- 
quirements and  conditions  thereof  as  if  the  same  were  made 
a  part  of  this  Indenture. 

ARTICLE  XII. 

The  St.  Paul  Company  further  agrees  that,  except  as  here- 
inbefore otherwise  provided,  the  L  Company  shall,  at  all  times 
during  said  term,  have  the  full  and  exclusive  right  to  man- 
age, use  and  control  said  two  existing  main  tracks  north  of 
said  Incline  Connection  and  the  incline  structure  itself.  The 
rate  of  tolls  and  charges  for  transportation  thereon,  except 
for  freight,  as  well  as  the  amount  to  be  charged  for  all  other 
matters  hereunder  for  which  the  L  Company  is  authorized 


45 

to  use  the  premises,  except  for  advertisements  and  other 
station  privileges,  shall  be  regulated  and  determined  as  shall 
from  time  to  time  be  mutually  agreed  upon  by  the  parties 
hereto;  and  the  L  Company  shall  have,  use,  exercise  and 
enjoy  all  the  rights,  powers,  authority,  and  all  easements 
and  privileges  now  possessed  by  the  St.  Paul  Company  neces- 
sary for  the  proper  performance  of  this  agreement  by  the  L 
Company  as  herein  provided. 

ARTICLE  XIII. 

In  the  event  of  the  failure  in  law  of  any  provision  herein- 
before contained,  such  steps  shall  be  taken  and  such  further 
agreement  or  agreements  shall  be  made,  as  shall  be  advised 
by  counsel  to  effectuate  the  purposes  hereinbefore  expressed. 

If  for  any  reason  any  provision  hereinbefore  contained  be 
held  illegal  or  beyond  the  power  of  either  party  to  contract, 
such  adjudication  shall  not  affect  the  validity,  obligation  or 
performance  of  any  other  provision  hereof  in  itself  valid, 
unless  such  adjudication  should  destroy,  or  materially  impair, 
the  right  of  either  company  to  conduct  the  passenger  or 
freight  business  contemplated  by  this  agreement. 

The  L  Company  will  not,  without  the  written  consent  of 
the  St.  Paul  Company,  sell  or  in  any  manner  assign  or  trans- 
fer this  contract,  or  any  right  or  privilege  under  and  by  it 
granted,  or  permit  any  person  or  persons,  company  or  cor- 
poration to  share  in  any  such  right  or  privilege.  This  agree- 
ment, however,  shall  attach  to  and  run  with  the  railways  of 
the  respective  parties  during  the  term  hereby  granted,  and  be 
binding  upon  and  inure  to  the  benefit  of  any  railway  company 
hereafter  owning  or  operating  either  of  such  railways. 

IN  WITNESS  WHEREOF,  the  parties  hereto  have  caused  this 
Agreement  to  be  executed  in  their  respective  corporate 


46 

names,  by  their  duly  authorized  officers,  and  their  respective 
corporate  seals  to  be  hereto  affixed,  the  day  and  year  first 
above  written. 

CHICAGO,  MILWAUKEE  &  ST.  PAUL  RAILWAY  COMPANY, 

By  A.  J.  EARLING, 

President. 

i '.' . 

Attest : 

T.  C.  SHERMAN, 
[CORPORATE  SEAL]     Asst.  Secretary. 

NORTHWESTERN  ELEVATED  RAILROAD  COMPANY, 

By  M.  B.  STARRING, 

President. 

Attest : 

W.  V.  GRIFFIN, 

[CORPORATE  SEAL]     Secretary. 


47 


LIST   OF   DEEDS   REFERRED   TO   IN   THE   FOREGOING   AGREEMENT 
IDENTIFIED   AS   SPECIFIED   IN   ARTICLE   IX. 


Peleg  Hall  et  al. 

to 
Chicago  &  Evanston  R.  R.  Co. 


W.  D.    Dated  Sept.  29,  1881. 
Rec.  Sept.  12,  1882,  1270/39. 
Consideration 


Deed  No.  24G1. 


.$1.00 


Conveys : 

A  strip  of  land  60  feet  in  width  running  north  and  south  through  1348%, 
feet  of  east  Fract.  %  of  Sec.  5-40-14. 

Conditions : 

To  be  used  for  the  construction  and  operation  of  a  railway,  and  for  no 
other  purpose  whatever. 

"Provided,  however,  that  if  the  said  party  of  the  second  part  shall  fail  or 
neglect  to  construct,  equip  and  regularly  operate  by  steam  a  railway  running 
thereon  trains  of  passenger  cars  from  and  to  the  city  of  Chicago  upon  and 
over  the  right  of  way  hereby  granted  within  one  year  from  the  date  hereof 
this  deed  shall  be  null  and  void  and  all  rights  under  it  shall  cease." 

Conditions  as  to  time  limit  waived  by  instruments  dated  respectively 
August  31,  1882,  and  January  26,  1883. 


Wm.  8.  Slater  et  al. 

to 
Chicago  &  Evanston  R.  R.  Co. 


W.  D.    Dated  August  15,  1881. 

Rec.,  Sep.  12,  1882,  1270/31.  Deed  No.  2469. 

Consideration $1.00 


Conveys : 

A  strip  of  land  60  feet  in  width  running  north  and  south  through  tract  of 
land  being  the  south  1348%  feet  of  that  part  of  the  east  fract.  %  of  Sec. 
5-40-14,  lying  north  of  line  parallel  to  &  2609  feet  north  of  south  line  of  said 
east  fract.  y2  of  said  Sec.  Also,  60  feet  wide  across  Lots  3,  6,  7  and  10, 
Brown's  Sub.  of  W  %  NE  14  8-40-14. 

Conditions : 

"And  provided  also  that  said  party  of  the  second  part  shall  locate  and 
maintain  a  station  at  the  street  or  road  running  E.  and  West  immediately 
north  of  said  first  described  tract  of  land  provided  the  parties  of  the  first  part 
or  the  owners  of  the  tract  immediately  north  of  said  road  shall  donate  and 
convey  to  said  2nd  party  a  parcel  of  land  adjoining  said  street  and  having  a 
frontage  of  fifty  feet  upon  said  right  of  way,  and  a  depth  of  fifty  feet  upon 
which  to  locate  such  station,  said  party  of  the  second  part  having  right  to 
elect  upon  which  side  of  said  street  and  upon  which  side  of  the  said  right  of 
wa*y  such  station  shall  be  located,  but  if  the  owners  of  the  said  tract  north  of 
said  street  shall  refuse  to  donate  or  convey  to  said  second  party  said  amount 
of  land  for  the  purpose  of  such  station  then  said  station  shall  be  located  im- 
mediately south  of  said  street,  upon  land  to  be  donated  and  conveyed  by  said 
parties  as  aforesaid.  Upon  failure  to  so  locate  and  construct '  said  station 
within  one  year  from  the  date  hereof  this  deed  shall  be  null  and  void." 


Deed  No.  2471. 


Deed  No.  2477. 


48 


John  A.  Adams  and  wife 

to 
Chicago  c€  Evanston  R.  R.  Co. 


W.  D.     Dated  Feb.  5,  1883. 
Rec.  March  22,  1S83,  1338/103. 
Consideration $1.00 


Conveys : 

A  strip  of  land  60  feet  in  width  running  north  and  south  through  the  277.1 
feet  of  land  north  of  and  adjoining  the  south  2331.9  feet  of  the  east  Fr.  % 
of  Sec.  5-40-14. 
Conditions : 

*  *  *  "And  provided  further  that  if  said  party  of  the  second  part  or 
its  successors  shall  cease  to  operate  a  railway  across  said  strip  of  land  all 
rights  that  may  be  acquired  under  this  deed  shall  revert  to  said  party  of  the 
first  part." 


Wm.  C.  Reynolds 

to 
Chicago  &  Evanston  R.  R.  Co. 


W.  D.    Dated  Jan.  29,  1883. 
Rec.,  Feb.  1,  1883,  1320/7. 
Consideration  . 


.$1.00 


Conveys : 

A  strip  of  land  60  feet  in  width,  running  north  and  south  through  the 
south  689  feet  of  the  east  Fr.  %  of  5-40-14. 

Conditions : 

"And  said  Railroad  Company  covenants  and  agrees  in  consideration  of  this 
conveyance  and  by  the  acceptance  thereof,  to  locate,  establish  and  maintain  a 
passenger  station  house  at  the  junct.  of  its  railway  and  the  street  running 
along  the  south  line  of  said  Sec.  5 ;  provided  the  site  shall  be  donated  to  said 
Company,  and  that  said  Company  shall  not  be  required  to  bear  the  expense  of 
building  the  said  station  house. 

"Said  Company  further  agrees  that  it  will  construct  and  maintain  a  proper 
crossing  at  each  street  crossing  upon  said  tract,  owned  by  said  Reynolds,  that 
may  at  any  time  be  established  across  said  right  of  way ;  such  crossings  to  be 
kept  open  as  required  by  law,  and  that  said  Company  will  not  oppose  the 
opening  of  any  new  streets  in  said  tract  across  said  right  of  way  where  the 
opening  thereof  is  desired  by  said  Reynolds,  his  heirs  or  assigns." 


Is.   D.    Goodwin   &    Conrad   Bristle } 
Deed  No.  2483.  to 

Chicago   &   Evanston   Railroad   Co.  \ 


W.  D.     Dated  Nov.  8,  1884. 
Rec.,  Mar.  9,  1885,  1576/452. 
Consideration , 


.$1.00 


Conveys : 

A  strip  of  land  60  feet  in  width,  running  north  and  south  through  Block 
2,  Brown's  Sub.  in  W  %  NE  i/4  8-40-14.  Also  a  lot  of  land  adjoining  said 
right  of  way  strip  on  the  northeast  corner  thereof  being  50  feet  front  on  the 
north  side  and  running  133  feet  in  depth  from  the  north  line  of  said  section,  to 
be  used  for  a  station  house,  and  necessary  approaches  thereto. 

*  *  *  "For  railway  and  station  house  and  for  no  other  purpose  what- 
ever." 

Condition : 

"And  the  acceptance  of  this  deed  shall  be  a  covenant  on  the  part  of  the 
grantee  to  contribute  and  pay  the  sum  of  three  hundred  dollars  ($300)  toward 
the  cost  of  a  station  house,  to  be  located  and  erected  according  to  an  agree- 
ment made  by  and  between  the  contiguous  property  owners  upon  said  land." 


49 


Laicrence  Proudfoot  and  toi/e 

to 
Chicago  &  Evanston  R.  R.  Co. 


W.  D.     Dated  Oct.  1,  1881. 
Rec.,  Sep.  12,  1882,  1270-30. 
Consideration 


Deed  No.  2494. 


.$1.00 


interest   in   Lot  1, 


Conveys  : 

Right  of  way   60  feet  in   width   across  the   Und. 
Fussey  &  Finnemore's  Sub'n'  of  SE  *4  of  8-40-14. 

Condition  : 

"The  acceptance  of  this  conveyance  shall  be  deemed  a  covenant  on  the 
part  of  the  grantee  that  it  and  they  and  its  successors,  assigns  and  lessees, 
shall  comply  with  the  laws  and  valid  ordinances,  of  the  Town  of  Lake  View 
which  relate  to  or  apply  to  the  Chicago  &  Evanston  Railroad  Company,  as  well 
those  now  in  force  as  those  that  may  be  hereafter  enacted." 


John  M.  Gait  and  icife 

to 
Chicago  &  Evanston  R.  R.  Co. 


W.  D.     Dated  Aug.  15,  1882. 
Rec.,  Sep.  12,  1882,  1270-29. 
Consideration  .  .  .•. , 


Deed  No.  2495. 


.$1.00 


interest   of  Lot   1, 


Conveys  : 

Right  of  way   60  feet  in   width   across   the   Und. 
Fussey  &  Finnemore's  Sub.  of  SE  %  of  8-40-14. 

Conditions  : 

*  *  *  "And  if  at  any  time  the  said  party  of  the  sec.  part  or  its  assigns 
cease  to  operate  a  railroad  over  the  said  premises  all  rights  under  this  convey- 
ance shall  cease  and  be  at  an  end. 

"The  acceptance  of  this  conveyance  shall  be  deemed  a  covenant  on  the  part 
of  the  grantee  and  its  successors,  assigns  and  lessees,  that  it  and  they  shall 
comply  with  the  laws  and  valid  ordinances  of  the  Town  of  Lake  View  which 
relate  to  or  apply  to  the  Chicago  &  Evanston  Railroad  Company,  as  well  those 
now  in  force  as  those  that  may  be  hereafter  enacted." 


Azariah  T.  Gait  and  wife 

to 
Chicago  &  Evanston  R.  R.  Co. 


W.  D.     Dated  Aug.  15,  1882. 

Rec.,  Sep.  12,  1882,  1270-27. 

Consideration 


Deed  No.  2496. 


.$1.00 


Conveys : 

Right  of  way  60  feet  in  width  across  the  undivided  one-sixth  interest  of 
Lot  1,  Fussey  &  Finnemore's  Sub.  of  the  SE  y±  of  Sec.  8-40-14. 

Conditions : 

*  *  *  "And  if  at  any  time  the  said  party  of  the  second  part  or  as- 
signs shall  cease  to  operate  a  railroad  over  the  said  premises  then  all  rights 
under  this  conveyance  shall  cease  and  be  at  end. 

"The  acceptance  of  this  conveyance  shall  be  deemed  a  covenant  on  the  part 
of  the  grantee  and  its  successors,  assigns  and  lessees  that  it  and  they  shall 
comply  with  the  laws  and  valid  ordinances  of  the  Town  of  Lake  View  which 
relate  to  or  apply  to  the  Chicago  &  Evanston  Railroad  Company,  as  well  those 
now  in  force  as  those  which  may  be  hereafter  enacted." 


50 


Deed  No.  2498. 


Lawrence  Proudftt  and  wife 

to 
Chicago  &  Evanston  R.  R.  Co. 


W.  D.     Dated  Sep.  21,  1882. 

Recorded  March  22,  1883,  1338-104. 
Consideration $1.00 


interest   of  Lot   1, 


Conveys  : 

Right  of  way   60  feet  in  width  across  the  Und. 
Fussey  &  Finnemore's  Sub.  of  the  SE  14  of  8-40-14. 

Conditions  : 

*  *  *  "And  if  at  any  time  the  said  party  of  the  second  part  or  its  as- 
signs cease  to  operate  a  railroad  over  the  said  premises,  then  all  the  rights 
under  this  conveyance  shall  cease  and  be  at  end. 

"The  acceptance  of  this  conveyance  shall  be  deemed  a  covenant  on  the  part 
of  the  grantee  and  its  successors,  assigns,  and  lessees  that  it  and  they  shall 
comply  with  the  laws  and  valid  ordinances  of  the  Town  of  Lake  View  which 
relate  to  or  apply  to  the  Chicago  and  Evanston  Railroad  Company,  as  well 
those  now  in  force  as  those  that  may  be  hereafter  enacted." 


W.  C.  Goudy  and  Geo.  Chandler 
Deed  No.  2501.  to 

Chicago  &  Evanston  R.  R.  Co. 


W.  D.     Dated  July  24,  1882. 
Rec.,  Sept.  12,  1882,  1270-26. 
Consideration 


.$1.00 


Conveys : 

A  strip  60  feet  in  width  running  north  and  south  through  Lot  2  of  Fus- 
sey &  Finnemore's  Sub.  of  SE.  Frac.  14  of  Sec.  8  and  Lot  1  of  Conarroe  & 
Colehour's  Sub.  of  Lot  3,  Fussey  &  Finnemore's  Subdivision. 

Condition : 

"And  provided  also  that  the  said  party  of  the  second  part  shall  locate, 
construct  and  maintain  a  station  house  at  such  place  on  said  above  described 
lots  of  land  or  upon  the  lot  next  south  thereof,  as  said  parties  of  the  first  part 
shall  designate  upon  land  to  be  donated  or  procured  for  that  purpose  by  said 
parties  of  the  first  part,  to  be  of  the  cost  or  value  of  at  least  six  hundred 
dollars." 


W.  C.  Goudy  &  Geo.  Chandler 

Deed  No.  2509  ,    io  A 

Chicago  &  Evanston  R.  R.  Co. 


Q.  C.  D.    Dated  May  15,  1884. 
Rec.,  May  20,  1884,  1490/90. 
Consideration 


.$300 


Conveys : 

Lot  14,  Block  8,  Argyle,  in  Lake  View, 
of  passenger  depot  or  station  house. 


For  construction  and  maintenance 


Northwestern  University 
Deed  No.  2905.  to 

Chicago  &  Evanston  R.  R.  Co. 


W.  D.     Dated  Feb.  4,  1889. 
Rec.,  Mar.  20,  1889,  2527/94. 
Con.  1.00  Etc. 


Conveys : 

Right  of  way  100  feet  wide  being  30  feet  on  west  and  70  feet  on  east  of 
center  of  Ry.  across  part  of  Lot  9,  Assessor's  Sub.  of  SW  %  7-41-14,  also 
right  of  way  60  feet  wide  across  Blocks  15  and  18,  University  Sub.  of  part  of 
Geo.  Smith's  Sub.  of  part  of  South  Sec.  of  Ouilmette  Reservation. 

Condition : 

"The  aforesaid  grant,  conveyance  and  covenants  are  made  upon  the  express 
condition  however  that  neither  the  party  of  the  second  part,  nor  its  successors, 
lessees,  or  assigns  shall  allow,  suffer  or  permit  any  intoxicating  drink  or  drinks 


51 


to  be  manufactured,  sold,  or  given  away  upon  said  premises,  nor  any  gambling 
to  be  carried  on,  nor  any  house  or  other  place  of  lewd  or  immoral  practices 
thereupon ;  and  also,  that  said  land  shall  only  be  used  for  railway  right  of 
way  and  depot  purposes  by  said  second  party,  its  successors,  lessees  and  as- 
signs ;  and  also,  that  the  passenger  station  now  established  upon  said  land,  at 
or  near  Noyes  Street,  shall  be  forever  maintained  as  a  regular  passenger  sta- 
tion, in  charge  of  a  regular  station  agent,  and  at  which  all  local  suburban 
passenger  trains  shall  stop  for  the  accommodation  of  passengers,  and  any 
violation  of  the  above  conditions  or  either  of  them,  shall  absolutely  divest  said 
party  of  the  second  part,  its  successors,  lessees  and  assigns  of  the  estate 
hereby  granted,  and  the  same  shall,  ipso  facto,  revert  to  and  revest  in  the 
party  of  the  first  part  and  its  assigns,  as  fully  and  completely  as  if  the  afore- 
said grant  and  covenants  had  never  been  made,  and  all  covenants  of  said  party 
of  the  first  part  shall  thereupon  cease  and  determine;  and  the  consideration 
paid  hereon  shall  be  absolutely  forfeited  to  said  party  of  the  first  part." 


Northwestern  University 

to 
CM.,  Evanston  &  L.  Sup.  Ry.  Co. 


W.  D.    Dated  Dec.  19,  1887. 
Rec.,  Jan.  24,  1888,  2075/613. 

Consideration $23,000 


Description : 

The  east  100  feet  of  Lots  1,  2,  3,  4,  5  and  6  in  Block  18,  and  the  east 
100  feet  of  Lots  1,  2,  3,  4,  5,  in  Block  7,  and  the  east  60  feet  of  Lot  7  in  Block 
6,  all  in  the  Village  of  Evanston. 

Condition : 

"The  aforesaid  grant,  conveyance  and  covenants  are  made  upon  the  express 
condition  however  that  neither  the  party  of  the  second  part  nor  its  assigns 
shall  allow,  suffer  or  permit  any  intoxicating  drink  or  drinks  to  be  manu- 
factured, sold  or  given  away,  upon  said  premises,  nor  any  gambling  to  be 
carried  on  nor  any  house  or  other  place  of  lewd  or  immoral  practices  there- 
upon ;  and  any  violation  of  the  above  conditions,  or  either  of  them,  shall  abso- 
lutely divest  said  party  of  the  second  part  and  assigns  of  the  estate  hereby 
granted,  and  the  same  shall,  ipso  facto,  revert  and  revest  in  the  party  of 
the  first  part  and  its  assigns,  as  fully  and  completely  as  if  aforesaid  grant 
and  covenants  had  never  been  made,  and  all  the  covenants  of  said  party  of 
the  first  part  shall  thereupon  cease  and  determine ;  and  the  consideration  paid 
hereon  shall  be  absolutely  forfeited  to  the  said  party  of  the  first  part.  It  is 
also  agreed  by  and  between  the  parties  aforesaid  for  themselves  their  suc- 
cessors and  assigns  that  if  at  any  time  after  the  construction  of  grantee's  rail- 
road the  premises  herein  described  shall  cease  to  be  used  for  railroad  pur- 
poses then  and  in  that  case  the  title  to  the  same  shall  revert  to,  and  vest  in  the 
party  of  the  first  part." 


Deed  No.  2946. 


Olive  T.  Fletcher 

to 
Chi.,  Evanston  &  L.  Sup.  Ry.  Co. 


W.  D.     Dated  Apr.  20,  1886. 

Rec.,  Apr.  24,  1886,  1787-263.  Deed  No.  2970. 

Consideration $3,000 


Conveys : 

A  portion  of  the  north  113  feet  of  the  south  226  feet  of  Block  39,  Evanston. 
(Dempster  Street  Station.) 

Conditions : 

"A  strip  of  land  at  least  8  feet  in  width  off  the  easterly  side  of  the  strip 
of  land  hereby  conveyed  shall  be  dedicated  for  and  kept  open  to  the  public 
for  the  purposes  of  a  public  alley." 

*  *  *  "Save  any  damage  arising  from  careless  construction  and  opera- 
tion." 


Deed  No.  2974. 


Deed  No.  2998. 


Deed  No.  3000. 


52 


Wm.  P.  Kimball  &  wife 

to 
Chi.,  Ev.  d  Lake  Sup.  Ry.  Co. 


W.  D.     Dated  Feb.  27,  1886. 
Rec.,  Apr.  8,  1886,  1780,  299. 


Consideration 


.$2,700 


Conveys : 

West  80  feet  of  south  113  feet  of  Block  39,  Village  of  Evanston.  Also 
part  of  Lots  4,  5  and  6  in  Re-Sub,  of  north  175  ft.  of  Block  1,  Snyder's  Addi- 
tion. 

Condition : 

"The  said  grantee  in  consideration  of  this  conveyance  to  them  hereby 
covenants  and  agrees  to  keep  open  to  the  public  a  driveway  for  carriages  and 
wagons  at  least  8  feet  in  width  over  and  across  the  easterly  side  of  said  prem- 
ises herein  conveyed." 


CJiauncey  C.  Kestol 

to 
Chi.,  Evanston  &  L.  Sup.  Ry.  Co. 


W.  D.     Dated  Mar.  31,  1886. 
Rec.,  Apr.  27,   1886,  1753-383. 
Consideration $900.00 


Conveys : 

Part  of  Lot  7,  Subdivision  by  O.  Huse  et  al.,  of  Block  52  of  Evanston. 

Condition : 

"A  strip  of  land  ten  feet  in  width  easterly  and  westerly  along  the  easterly 
side  and  to  be  taken  from  the  tract  of  land  herein  described  to  be  used  as  a 
public  alley." 


Margaret  Hurlbutt  &  husband 

to 
Chi.,  Evanston  &  L.  Slip.  Ry.  Co 


.1 


W.  D.     Dated  Mar.  10,  1886. 
Rec.,  Mar.  20,  1886,  1789-196. 
Consideration $1,000.00 


Conveys : 

Part  of  Lot  8  in  Subdivision  of  Block  52,  of  Evanston. 

Condition : 

"The  easterly  10  feet  in  width  strip  of  the  40  feet  in  width  strip  hereby 
conveyed  shall  be  dedicated  by  the  grantee  herein  for  the  purposes  of  an 
alley  for  the  use  of  the  public  and  is  hereby  dedicated  for  that  purpose." 


Deed  No.  3002. 


Solomon  Whitehouse  and  tvife 

to 
Chi.,  Evanston  &  L.  Sup.  Ry.  Co. 


W.  D.     Dated  Apr.  2,  1886. 
Rec.,  May  5,  1886,  1789-170. 
Consideration $1,050.00 


Conveys : 

Part  of  Lot  9  in  Sub.  by  O.  Huse  et  al.,  Block  52  Evanston. 

Condition : 

"Said  party  of  the  second  part  hereby  agrees  to  dedicate  as  and  for 
a  public  alley  a  strip  ten  feet  in  width  off  the  easterly  side  of  said  conveyed 
premises  and  to  allow  to  said  party  of  the  1st  part  his  heirs  and  assigns  owner 
and  owners  of  the  residue  of  said  L.  9  a  right  of  way  for  alley  purposes  over 
said  ten  feet  until  such  dedication  and  legal  acceptance  thereof  by  the  proper 
authorities. 


53 


W.  D.     Dated  Apr.  12,  188G. 
Rec.,  Apr.  19,  1886,  1782-484. 
Consideration $1,300.00 


Mr.  Theodore  Butler  )       W.  D.     Dated  Anr.  12.  188G.  Deed  No.  3005. 

to 
Chi.,  Evanston  cC-  L.  Sup.  Ry.  Co. 

Conveys : 

Part  of  Lot  10,  Block  52,  Evanston. 

Condition : 

"A  strip  ten  feet  in  width  off  the  easterly  side  of  the  strip  hereby  con- 
veyed shall  be  kept  open  to  the  public  for  the  use  &  purpose  of  a  public, 
alley." 


Nancy  Bailey  (ividow) 

to 
Chi.,  Evanston  &  L.  Sup.  Ry.  Co 


.1 


W.  D.     Dated  May  G,  1892. 
Rec'd  May  6,  1892,  3874,  413. 
Consideration $500.00 


Conveys : 

All  that  part  of  Lot  6  of  Langworthy's  Sub.  of  part  Blk.  64  of  the  Village 
of  Evanston  which  lies  south  and  west  of  a  line  drawn  from  a  point  in  the 
south  line  of  said  Lot  6  which  is  20  ft  E.  of  the  south  west  corner  thereof  to  a 
point  in  the  west  line  of  said  Lot  6  which  is  40  feet  north  of  the  southwest 
corner  thereof. 

Condition : 

"Upon  condition,  however,  that  said  property  shall  be  used  only  for  a 
public  highway  to  and  from  the  alley  running  east  and  west  through  said 
Block  64." 


Deed  No.  3014. 


Nicholas  Marsh  and  ivife 

to 
Chi.,  Evanston  &  L.  Sup.  Ry.  Co. 


W.  D.     Dated  Mar.  27,  1886. 
Rec'd.  Mar.  29,  1886,  1754-608. 
Consideration $3,500.00 


Conveys : 

Commencing  on  north  line  of  south  25  acres  of  north  50  acres  of  94% 
acre  tract  (S  y2  E.  32  rods  NW  %  &  Sy2  NE.  Fr.  %  19-41-14)  60  feet  east 
of  east  line  of  R.  of  W.  C.  &  N.  W.  Ry ;  thence  south  on  line  parallel  to 
R.  W.  to  point  50  feet  north  of  south  line  of  said  south  25  acres,  thence  west 
to  east  line  R.  of  W ;  thence  north  on  east  line  R.W.  to  north  line  of  said  south 
25  acres ;  thence  east  to  beginning. 

Condition : 

"Said  railway  Company  shall  put  down  and  maintain  a  suitable  farm 
crossing  with  gates  at  such  point  as  may  be  selected  by  the  grantors  herein 
over  its  railroad  tracks  to  be  laid  on  the  strip  conveyed." 


Deed  No.  3112. 


54 


Deed  No.  3267. 


Deed  No.  3283. 


Samuel  B.  &  Horace  O.  Chase     ) 

to  \ 

Chi.,  Evanston  &  L.  Sup.  Ry.  Co.   ) 


W.  D.     Dated  Apr.  11,  1883. 
Rec'd.  June  18,  1883,  1313/548. 
Consideration $10 


Conveys : 

A  strip  60  feet  in  width  over  SW  !/4  south  of  old  Indian  boundary  line  of 
Sec.  29-41-14. 

Condition : 

"If  said  party  of  the  second  part  shall  fail  to  keep  up  and  maintain  such 
station  for  the  period  of  five  years  from  and  after  it  shall  be  established  then 
these  presents  shall  be  null  &  void.  Fifth.  Said  grantors  for  themselves,  their 
heirs  and  assigns  reserve  the  right  from  time  to  time  to  lay  out,  open  and 
use  streets  and  roads  across  said  right  of  way,  the  same  to  be  located  at 
reasonable  distances  one  from  another  and  to  be  of  such  character  and  width 
as  will  be  proper  in  making  reasonable  subdivisions  of  said  Quarter  Sec- 
tion, for  use  or  sale  in  small  parcels,  and  said  party  of  the  second  part 
agrees  to  allow  the  laying  out,  opening  and  using  of  such  streets  without 
charge,  let  or  hindrance  such  use  however  to  be  of  the  same  character  and 
to  the  same  extent  as  that  of  ordinary  public  streets  and  highways  in  said 
town  crossing  right  of  way  of  said  Company  elsewhere." 


Frederick  Bristle 

to 
CM.,  Evanston  d  L.  Sup.  Ry.  Co 


.1 


W.  D.     Dated  June  4,  1883. 
Rec'd.  May  9,  1884,  1376/630. 
Consideration $1,000.00 


Conveys : 

A  strip  of  land  60  feet  in  width  over  that  part  of  S.  E.  Fr.  ^4  (N.  of  In- 
dian Boundary  line)  of  Sec.  30-41-14. 

Condition : 

This  conveyance  is  given  upon  the  express  condition  that  the  grantee 
shall  locate  and  construct  a  passenger  depot  upon  its  route  not  further  from 
the  property  hereby  conveyed  than  200  feet  east  of  the  east  line  of  said  Section 
30,  when  said  railroad  is  constructed." 


Deed  No.  3296. 


Chicago  &  Northwestern  Ry.  Co. 

to 
Chicago  &  Evanston  Ry.  Co. 


Agrt.  and  Easement  Deed  Feb.  5, 1884. 
Rec.  April  17,  1886,  1795-252. 

Consideration  $625  and  conditions. 


Conveys : 

Right  to  use  a  strip  of  land  24  feet  wide  across  south  665  feet  of  N. 
y2  NE  %  30-41-14  with  joint  use  of  station  buildings. 

Condition : 

"In  consideration  of  above  second  party  agrees  not  to  cross  the  railway 
of  the  first  party  between  the  City  of  Chicago  and  Evanston  Station,  and  that 
it  will  pay  second  party  one-half  the  cost  of  the  station  building  at  Calvary 
Station,  and  after  such  payment,  the  station  has  to  be  occupied  and  main- 
tained as  a  joint  station, — each  party  bearing  one-half  the  expense." 


55 


Charles  H.  Morse  and  wife 

to 
Chicago  &  Evanston  R.  R.  Co. 


Q.  C.  D.     Dated  June  11,  1885. 
Rec'd  June  13,  1885,  1667/148. 
Consideration $1.00 


Conveys : 

East  25  feet  of  Lot  18,  Block  30,  Village  of  Rogers  Park. 

Condition : 

"The  above  property  is  conveyed  for  street  and  covered  platform  purposes 
only.  It  being  understood  as  a  consideration  of  this  deed  that  no  railroad 
tracks  are  to  be  laid  upon  said  piece  of  land  thus  conveyed." 


Deed  No.  3325. 


Hubbard  Latham  ) 

to  [ 

C.,  Evanston  &  Lake  Sup.  Ry.  Co.    ) 


W.  D.     Dated  Mar.  18,  1897. 
Rec'd  Mar.  18,  1897,  5961/398. 
Consideration $489.21 


Deed  No.  3590. 


Conveys : 

All  of  Lots  1  and  2  and  that  part  of  Lots  3  and  4  Block  3  of  Hill  & 
Latham's  Sub.  of  N.  256  feet  of  Lots  29,  30  and  31  of  S.  Sec.  Ouilmette  Res. 
lying  east  of  a  line  30  feet  westerly  and  parallel  to  center  line  between  Main 
and  2nd  Main  Tracks. 

Conditions : 

"This  deed  is  given  upon  condition  that  the  said  grantee,  its  Lessees, 
successors  and  assigns  shall  forever  maintain  and  use  the  said  premises  herein 
conveyed  for  depot  purposes.  In  case  of  the  failure  of  said  grantee,  its 
lessees,  successors  or  assigns  to  use  said  premises  for  depot  purposes  at  any 
time,  this  deed  shall  be  and  become  null  and  void  and  the  premises  herein  de- 
scribed shall  thereby  revert  to  the  grantors  hereof,  their  heirs,  representa- 
tives or  assigns,  who  may  thereupon  possess  the  same  as  in  their  first  and 
former  estate  situated  in  the  Village  of  Ouilmette,  in  the  County  of  Cook 
in  the  State  of  Illinois  hereby  releasing  and  waiving  all  rights  under  and  by 
virtue  of  the  Homestead  Exemption  Laws  of  this  State. 

"Subject  however  to  the  general  taxes  levied  for  the  year  1896,  and  the 
fifth  installments  of  special  assessments  numbered  3,  4,  5,  and  special  assess- 
ments numbered  7  and  8,  all  of  the  Village  of  Wilmette,  Cook  County." 

For  identification : 

By  A.  J.  EARUNG, 

President  Chicago  Milwaukee  &  St.  Paul  Railway  Company. 

By  M.  B.  STARRING, 

President  Northwestern  Elevated  Railroad  Company. 


56 


EXHIBIT  "B." 

THIS  AGREEMENT,  made  and  entered  into  this  Twenty- 
second  day  of  August,  A.  D.  Nineteen  Hundred  and  Seven. 
by  and  between  the  CHICAGO,  MILWAUKEE  &  ST.  PAUL  RAIL- 
WAY COMPANY,  hereinafter  called  the  "St.  Paul  Company," 
and  the  NORTHWESTERN  ELEVATED  RAILROAD  COMPANY,  here- 
inafter called  the  "L  Company";  WITNESSETH: 
WHEREAS,  under  and  by  the  terms  of  a  certain  agreement 
in  writing,  entered  into  between  the  parties  hereto  on  the  22nd 
day  of  August,  A.  D.  1907,  the  St.  Paul  Company  let  the  L 
Company  into  the  joint  use  of  a  portion  of  the  right  of  way 
of  the  St.  Paul  Company,  in  said  agreement  denominated 
"Evanston  Line";  and 

WHEREAS,  for  the  purpose  hereof  it  is  agreed  that  during 
the  year  1906  the  St.  Paul  Company  paid  the  sum  of  Three 
Thousand  Three  Hundred  and  Sixty  (3,360)  Dollars,  as  taxes 
on  account  of  the  freight  business  operated  on  said  Line ; 

Now  THEREFORE,  in  consideration  of  said  agreement  of 
August  22nd,  1907,  and  the  covenants  and  agreements  herein 
contained,  the  said  companies  do  hereby  respectively  covenant 
and  agree,  as  and  for  a  supplement  to  'the  aforesaid  agree- 
ment, as  follows: 

FIRST.  That  the  St.  Paul  Company  shall  continue  to  pay 
as  taxes  on  account  of  said  freight  business,  the  said  sum 
of  Three  Thousand  Three  Hundred  and  Sixty  (3,360)  Dol- 
lars per  annum,  so  long,  during  the  term  of  said  agreement 
of  August  22nd,  1907,  as  the  earnings  derived  from  said 
freight  business  shall  remain  the  same  as  during  the  year 
1906.  That  the  percentage  of  any  increase  or  decrease  in 
such  earnings  during  said  term,  shall  be  added  to  or  de- 
ducted from  said  sum.  That  the  balance  of  all  taxes  and  as- 
sessments on  said  Line  shall  be  paid  by  the  L  Company  out 
of  the  Joint  Fund  in  said  agreement  provided  for. 


57 

SECOND.  That  the  amount  of  all  license  fees  imposed  by 
the  City  of  Chicago  against  the  cars  of  said  L  Company,  oper- 
ated upon  said  line,  shall  be  divided  upon  a  mileage  basis,  and 
such  proportion  thereof  paid  out  of  said  Joint  Fund  as  the 
number  of  car  miles  run  upon  said  Line,  within  the  City  of 
Chicago,  bears  to  the  total  number  of  car  miles  run  by  any 
such  car  at  the  time  such  license  fee  is  imposed.  That  should 
the  manner  of  assessing  railroad  property  for  taxation  in 
the  State  of  Illinois,  be  changed  during  the  term  of  said  agree- 
ment of  August,  1907,  the  manner  of  division  herein  specified 
may  be  so  changed  as  shall,  by  mutual  agreement  of  the  par- 
ties, or  by  the  findings  of  the  arbitrators,  be  determined. 

This  agreement  shall  take  effect  on  the  date  hereof  and 
remain  in  force  and  binding  upon  the  parties  hereto,  their 
successors  and  assigns  during  the  term  of  said  agreement 
of  August  22nd,  1907. 

IN  WITNESS  WHEREOF  the  parties  hereto  have  caused  this 
agreement  to  be  executed  in  their  respective  corporate  names, 
by  their  duly  authorized  officers,  and  their  respective  cor- 
porate seals  to  be  hereto  affixed  the  day  and  year  first  above 
written. 

CHICAGO,  MILWAUKEE  &  ST.  PAUL  RAILWAY  COMPANY, 

By  A.  J.  EARLING  (Sgd), 

President. 
Attest : 
(Sgd)     T.  C.  SHERMAN, 

Ass't.  Secretary. 

NORTHWESTERN  ELEVATED  RAILROAD  COMPANY, 

By  (Sgd)  M.  B.  STARRING, 

President. 
Attest : 
(Sgd)     W.  V.  GRIFFIN, 

Secretary. 


EXHIBIT  B 

(To  agreement  between  C.  N.  S.  &  M.  R.  R.  and  N.  W.  E. 
R.  R.  Co.) 


Made  this  31st  day  of  March,  A.  D. 
1919,  by  and  between  the  CHICAGO,  MILWAUKEE  & 
ST.  PAUL  RAILWAY  COMPANY,  hereinafter  called 
the  "St.  Paul  Company,"  and  the  NORTHWESTERN 
ELEVATED  RAILROAD  COMPANY,  hereinafter  called 
the  "L  Company,"  WITNESSETH: 

WHEREAS,  the  parties  hereto,  on  the  22nd  day  of  August, 
1907,  entered  into  a  certain  agreement,  in  writing,  concerning 
the  operation  of  a  portion  of  the  Evanston  Division  of  the 
St.  Paul  Company,  and,  on  the  same  day,  entered  into  a  cer- 
tain other  agreement,  supplemental  to  the  above  mentioned 
agreement,  pertaining  to  the  payment  of  taxes  upon  said 
portion  of  said  Evanston  Division;  and 

WHEREAS,  the  St.  Paul  Company  has  this  day  leased  to  the 
Chicago  North  Shore  and  Milwaukee  Railroad,  hereinafter 
called  the  "  North  Shore  Company,"  substantially  the  same 
portion  of  the  said  Evanston  Division,  subject  to  the  use 
thereof  by  the  "L"  Company  as  provided  in  said  agreement  of 
August  22,  1907,  and  has  assigned  to  the  North  Shore  Com- 
pany all  moneys,  rents,  profits,  payments  and  benefits  which, 
during  the  term  of  said  lease,  shall  accrue  and  become  pay- 
able to  it  under  said  two  agreements  of  August  22,  1907  ;  and 
WHEREAS,  said  lease  was  entered  into  by  the  St.  Paul  Com- 
pany with  the  consent  and  at  the  request  of  the  "L"  Company 
on  the  express  agreement  by  the  "L"  Company  that  it  would 
guarantee,  in  writing,  the  prompt  payment  by  the  North 
Shore  Company  to  the  St.  Paul  Company  of  the  rental  and 
compensation  specified  in  said  lease,  and  the  performance  by 
the  North  Shore  Company  of  all  its  covenants  and  agreements 
in  said  lease  contained;  and 

WHEREAS,  the  "L"  Company  has  entered  into  an  agreement 
with  the  North  Shore  Company  by  which  the  "L"  Company 
will  have  and  enjoy  substantial  rights  and  benefits  in  the 


property  leased  as  aforesaid  to  the  North  Shore  Company  not 
now  possessed  or  enjoyed  by  the  "L"  Company  under  said 
agreement  of  August  22, 1907 : 

Now,  THEREFORE,  in  consideration  of  the  premises  and  of 
the  making  of  said  lease  by  the  St.  Paul  Company  to  the  North 
Shore  Company,  and  of  the  benefits  therefrom  to  accrue  to 
the  "L"  Company,  the  "L"  Company  for  itself,  its  successors 
and  assigns,  guarantees  the  prompt  and  full  payment  by  or 
for  the  North  Shore  Company  to  the  St.  Paul  Company  of 
the  rental  reserved  and  compensation  specified  in  said  lease, 
and  the  performance  by  the  North  Shore  Company  of  all 
of  its  covenants  and  agreements  in  said  lease  contained  at 
the  times  and  in  the  manner  therein  specified. 

If  the  North  Shore  Company  shall  make  default  in  any 
of  its  payments,  or  in  the  performance  of  any  of  its  other 
covenants  and  agreements  under  said  lease,  and  its  rights 
thereunder  declared  forfeited  as  in  Article  VII  of  said  lease 
provided,  the  said  agreement  of  August  22nd,  1907,  as  it  exists 
on  the  date  of  said  lease,  shall  be  fully  restored  and  there- 
after continued  until  its  expiration,  unless  otherwise  agreed 
by  the  Lessor  and  the  "L"  Company;  but  notwithstanding 
such  restoration  the  "L"  Company  shall  continue  to  be  liable 
to  the  St.  Paul  Company  as  provided  for  in  the  preceding 
paragraph. 

The  assignment  by  the  St.  Paul  Company  of  the  said  mon- 
eys, rents,  profits,  payments  and  benefits  under  said  two 
agreements  of  August  22, 1907,  shall  not  in  any  way  affect  the 
rights,  duties  and  obligations  of  either  of  the  parties  hereto, 
arising  or  accruing  under  said  two  agreements  of  August 
22,  1907,  prior  to  the  beginning  of  the  term  of  said  lease  to 
the  North  Shore  Company,  but  the  UL"  Company  shall  be 
under  no  obligation  to  pay  to  the  St.  Paul  Company  any  inter- 
est on  the  cost  of  track  elevation  accruing  subsequent  to  the 


first  day  of  the  term  of  said  lease,  unless  said  lease  shall  be 
forfeited  and  terminated. 

This  agreement  is  made  subject  to  the  approval  of  the  Pub- 
lic Utilities  Commission,  of  Illinois. 

IN  WITNESS  WHEREOF,  the  parties  hereto  have  caused  this 
agreement  to  be  executed  in  duplicate  by  their  proper  officers 
thereunto  duly  authorized,  the  day  and  year  first  above  writ- 
ten. 

CHICAGO,  MILWAUKEE  &  ST.  PAUL  KAILWAY  COMPANY, 

By  R.  M.  CALKINS, 
(CORPORATE  SEAL)  President. 

Attest : 

E.  W.  ADAMS, 

Secretary. 

NORTHWESTERN  ELEVATED  RAILROAD  COMPANY, 

By  BRITTON  I.  BUDD, 
(CORPORATE  SEAL)  President. 

Attest: 

WILLIAM  F.  HOLTZ, 

Assistant  Secretary. 


STATE  OF  ILLINOIS. 
COUNTY  OF  COOK 

On  this  30th  day  of  April,  A.  D.  1919,  before  me 
a  Notary  Public,  within  and  for  the  County  of  Cook 
and  State  of  Illinois,  personally  appeared  R.  M.  Calkins,  to 
me  known  to  be  the  President  of  the  Chicago,  Milwaukee  and 
St.  Paul  Railway  Company,  and  the  identical  person  whose 
name  is  subscribed  to  the  foregoing  Agreement  as  such  Presi- 
dent, and  acknowledged  the  execution  of  said  Agreement  as  the 
voluntary  act  and  deed  of  the  said  Chicago,  Milwaukee  and  St. 
Paul  Railway  Company  by  him  as  such  officer  voluntarily  exe- 
cuted ;  and  that  the  seal  affixed  to  said  Agreement  is  the  corpo- 
rate seal  of  said  corporation. 

Given  under  my  hand  and  Notarial  Seal  this  30th  day  of 
April,  A.  D.  1919. 

W.  D.  MlLLARD, 

(NOTARIAL  SEAL)  Notary  Public  in  and  for  said  County. 

My  commission  expires  May  10,  1920. 


STATE  OF  ILLINOIS, 
COUNTY  OF  COOK 

On  this  16th  day  of  April,  A.  D.  1919,  before  me 
a  Notary  Public,  within  and  for  the  County  of  Cook 
and  State  of  Illinois,  personally  appeared  Britton  I.  Budd,  to 
me  known  to  be  the  President  of  the  Northwestern  Elevated 
Railroad  Company,  and  the  identical  person  whose  name  is 
subscribed  to  the  foregoing  Agreement  as  such  President,  and 
acknowledged  the  execution  of  said  Agreement  as  the  volun- 
tary act  and  deed  of  the  said  Northwestern  Elevated  Railroad 
Company  by  him  as  such  officer  voluntarily  executed ;  and  that 
the  seal  affixed  to  said  Agreement  is  the  corporate  seal  of  said 
corporation. 

Given  under  my  hand  and  Notarial  Seal  this  16th  day  of 
April,  A.  D.  1919. 

AMBROSE  RYAN, 
(NOTARIAL  SEAL)  Notary  Public  in  and  for  said  County. 

My  commission  expires  June,  1919. 


MEMORANDUM  OF  AGREEMENT  between  NORTH- 
WESTERN ELEVATED  RAILROAD  COMPANY,  here- 
inafter called  the  "Northwestern  Company,"  party  of 
the  first  part,  and  THE  METROPOLITAN  WEST  SIDE 
ELEVATED  RAILWAY  COMPANY,  the  SOUTH  SIDE 
ELEVATED  RAILROAD  COMPANY,  and  SAMUEL 
INSULL  as  Eeceiver  of  the  CHICAGO  AND  OAK  PARK 
ELEVATED  RAILROAD  COMPANY  (hereinafter  called 
the  "Receiver"),  parties  of  the  second  part  (all  of  said 
parties  of  the  second  part  are  hereinafter  collectively 
called  the  "Elevated  Companies"), 

WlTNESSETH  : 

WHEREAS,  the  Northwestern  Company,  in  the  annexed  and 
foregoing  agreement  (hereinafter  referred  to  as  the  "North 
Shore  Agreement")  between  it  and  the  Chicago  North  Shore 
and  Milwaukee  Eailroad  (hereinafter  called  the  "North  Shore 
Company"),  has  granted  to  the  North  Shore  Company  the 
right  to  operate  its  cars  and  trains  upon  and  over  that  cer- 
tain elevated  railroad  in  said  North  Shore  Agreement  de- 
scribed as  the  "Union  Loop";  and 

WHEREAS,  the  Northwestern  Company  is  the  owner  of  said 
Union  Loop  and  is  a  cotenant  thereof  and  is  operating  the 
same  in  common  with  the  Elevated  Companies  under  and  pur- 
suant to  the  terms  of  a  certain  lease  (hereinafter  referred  to 
as  the  "Loop  Lease")  from  the  Union  Elevated  Railroad 
Company  to  the  Northwestern  Company  and  to  the  prede- 
cessors of  the  Elevated  Companies,  dated  October  1, 1897 ;  and 

WHEREAS,  one  of  the  provisions  of  the  Loop  Lease  is  as 
follows : 

"The  said  Lessor  hereby  agrees  that  no  trains  or  cars 
except  those  operated  by  or  belonging  to  the  said  lessees 
herein  shall  be  run  or  operated  upon  the  said  loop  ele- 
vated railroad";  and 

WHEREAS,  the  said  grant  by  the  Northwestern  Company  to 
the  North  Shore  Company  was  predicated  upon  the  consent 


thereto  of  all  the  present  tenants  of  the  Union  Loop  under 
the  Loop  Lease  being  obtained;  and 

WHEREAS,  the   Northwestern   Company  and  the  Elevated 
Companies  are  the  sole  and  only  tenants  operating  the  Union 
Loop  under  the  Loop  Lease,  and  are  willing  to  assent  to  said 
grant  to  the  North  Shore  Company  upon  the  terms  and  condi 
tions  hereinafter  set  forth: 

Now,  THEREFORE,  in  consideration  of  the  premises  and  of 
the  covenants  and  agreements  hereinafter  contained,  it  is 
mutually  agreed  as  follows: 

First.  The  consent  of  all  the  aforesaid  tenants  of  the 
Union  Loop  is  hereby  given  to  the  said  grant  by  the  North- 
western Company  to  the  North  Shore  Company  of  the  rights 
and  privileges  in  and  upon  the  Union  Loop  as  contained  in 
and  limited  by  the  terms  of  the  North  Shore  Agreement. 

Second.  The  foregoing  consent  is  upon  the  following  ex- 
press conditions,  viz.: 

(a)  The  said  grant  shall  not  be  enlarged  at  any  time 
without  the  express  consent  thereto  in  writing  of  all  the 
then  tenants  of  the  Union  Loop. 

(b)  The  provisions  of  paragraph  Eighth  of  the  Loop 
Lease  shall  apply  to  the  operation  of  the  cars  and  trains 
of  the  North  Shore  Company  on  the  Union  Loop,  but  such 
cars  and  trains  shall  be  considered  the  cars  and  trains  of 
the  Northwestern  Company  in  determining  the  respec- 
tive duties  and  obligations  of  the  tenants  of  the  Union 
Loop  inter  se  under  said  paragraph  Eighth;  and  the  pro- 
portionate share,  according  to  car  mileage  made  by  the 
cars  of  the  North  Shore  Company  on  the  Union  Loop, 
of  the  rental  paid  by  the  North  Shore  Company  to  the 
Northwestern  Company  under  the  North  Shore  Agree- 
ment shall  be  added  to  the  rental  paid  or  which  would 
be  payable  by  the  Northwestern  Company  as  a  tenant 
under  the  Loop  Lease  in  determining  its  proportionate 
share   of  the   amount   of  damages   payable  under   said 
paragraph  Eighth. 

(c)  The  North  Shore  Company  shall  and  the  North- 
western Company  agrees  and  guarantees  that  it  will  at 
all  times  observe  all  such  rules  and  regulations  govern- 


ing  the  use  of  the  Union  Loop  and  the  operation  of  trains 
over  the  same  by  the  tenants  thereof,  as  may  be  ap- 
plicable to  the  North  Shore  Company's  operation. 

(d)     The  North  Shore  Company  shall  not  have  any 
voice  or  power  in  the  management  of  the  Union  Loop. 

IN  WITNESS  WHEREOF,  the  parties  hereto  have  duly  executed 
this  agreement  contemporaneously  with  the  execution  of  the 
North  Shore  Agreement. 

NORTHWESTERN  ELEVATED  RAILROAD  COMPANY, 

By  BRITTON  I,  BUDD, 
(CORPORATE  SEAT,)  President. 

Attest : 

WILLIAM  V.  GRIFFIN, 

Secretary. 

THE  METROPOLITAN  WEST  SIDE  ELEVATED  RAILWAY 
COMPANY, 

By  BRITTON  I.  BUDD, 
(CORPORATE  SEAL)  President. 

Attest : 

WILLIAM  V.  GRIFFIN, 

Secretary. 

SOUTH  SIDE  ELEVATED  RAILROAD  COMPANY, 

By  BRITTON  I.  BUDD, 
(CORPORATE  SEAL)  President. 

Attest : 

WILLIAM  V.  GRIFFIN, 

Secretary. 

SAMUEL  INSULL  (SEAL) 

As  Receiver  of  the  Chicago  and  Oak  Park 
Elevated  Railroad  Company. 


STATE  or  ILLINOIS,    } 
COUNTY  OF  COOK.      [  *" 

I,  Ambrose  Ryan,  a  Notary  Public  in  and  for  the  County 
and  State  aforesaid,  DO  HEEEBY  CERTIFY  that  Britton  I. 
Budd,  President,  and  William  V.  Griffin,  Secretary,  of 
Northwestern  Elevated  Kailroad  Company,  personally  known 
to  me  to  be  such  President  and  Secretary,  respectively,  and 
to  be  the  same  persons  who  executed  the  foregoing  instru- 
ment, appeared  before  me  this  day  in  person  and  acknowl- 
edged that  they  signed  the  foregoing  instrument  and  caused 
the  corporate  seal  of  said  Company  to  be  affixed  thereto,  as 
their  free  and  voluntary  act,  and  as  their  free  and  voluntary 
act  as  such  President  and  Secretary,  respectively,  for  the 
uses  and  purposes  therein  set  forth. 

GIVEN  under  my  hand  and  Notarial  Seal,  this  5th  day  of 
May,  A.  D.  1919. 

AMBROSE  RYAN, 
(NOTARIAL  SEAL)  Notary  Public 


STATE  OF  ILLINOIS,       ^ 
COUNTY  OF  COOK. 

I,  Ambrose  Kyan,  a  Notary  Public  in  and  for  the  County 
and  State  aforesaid,  DO  HEREBY  CERTIFY  that  Britton  I. 
Budd,  President,  and  William  V.  Griffin,  Secretary,  of 
The  Metropolitan  West  Side  Elevated  Kailway  Company, 
personally  known  to  me  to  be  such  President  and  Secretary, 
respectively,  and  to  be  the  same  persons  who  executed  the 
foregoing  instrument,  appeared  before  me  this  day  in  per- 
son and  acknowledged  that  they  signed  the  foregoing  instru- 
ment and  caused  the  corporate  seal  of  said  Company  to  be 
affixed  thereto,  as  their  free  and  voluntary  act,  and  as  their 
free  and  voluntary  act  as  such  President  and  Secretary,  re- 
spectively, for  the  uses  and  purposes  therein  set  forth. 

GIVEN  under  my  hand  and  Notarial  Seal,  this  5th  day  of 
May,  A.  D.  1919. 

AMBROSE  RYAN, 
(NOTARIAL  SEAL)  Notary  Public. 


STATE  or  ILLINOIS, 
COUNTY  OF  COOK. 

I,  Ambrose  Ryan,  a  Notary  Public  in  and  for  the  County 
and  State  aforesaid,  DO  HEREBY  CERTIFY  that  Britton  I. 
Budd,  President,  and  William  V.  Griffin,  Secretary,  of 
South  Side  Elevated  Railroad  Company,  personally  known 
to  me  to  be  such  President  and  Secretary,  respectively,  and 
to  be  the  same  persons  who  executed  the  foregoing  instru- 
ment, appeared  before  me  this  day  in  person  and  acknowl- 
edged that  they  signed  the  foregoing  instrument  and  caused 
the  corporate  seal  of  said  Company  to  be  affixed  thereto,  as 
their  free  and  voluntary-  act,  and  as  their  free  and  voluntary 
act  as  such  President  and  Secretary,  respectively,  for  the 
uses  and  purposes  therein  set  forth. 

GIVEN  under  my  hand  and  Notarial  Seal,  this  5th  day  of 
May,  A.  D.  1919. 

AMBROSE  RYAN, 
(NOTARIAL,  SEAL)  Notary  Public. 


STATE  or  ILLINOIS,    |  gg 
COUNTY  OF  COOK.      \ 

I,  Edward  J.  Doyle,  a  Notary  Public  in  and  for  said  County, 
in  the  State  aforesaid,  DO  HEREBY  CERTIFY  that  Samuel  Insull, 
as  Receiver  of  the  Chicago  and  Oak  Park  Elevated 
Railroad  Company,  personally  known  to  me  to  be  the 
same  person  whose  name  is  subscribed  to  the  foregoing  in- 
strument, appeared  before  me  this  day  in  person  and  ac- 
knowledged that  he  signed  the  said  instrument  as  his  free 
and  voluntary  act,  as  such  Receiver,  for  the  uses  and  pur- 
poses therein  set  forth. 

GIVEN  under  my  hand  and  Notarial  Seal,  this  31st  day  of 
March,  A.  D.  1919. 

EDWARD  J.  DOYLE, 
(NOTARIAL  SEAL)  Notary  Public. 


MEMORANDUM  OF  AGREEMENT  between  SOUTH  SIDE 
ELEVATED  RAILROAD  COMPANY,  a  railroad  corpo- 
ration of  Illinois,  hereinafter  called  the  ' '  South  Side  Com- 
pany," and  NORTHWESTERN  ELEVATED  RAIL- 
ROAD COMPANY,  a  railroad  corporation  of  Illinois, 
hereinafter  called  the  "Northwestern  Company," 

WlTNESSETH  I 

WHEREAS,  the  Northwestern  Company,  in  the  annexed  and 
foregoing  agreement  (hereinafter  referred  to  as  the  "  North 
Shore  Agreement")  between  it  and  the  Chicago  North  Shore 
and  Milwaukee  Eailroad  (hereinafter  called  the  "North  Shore 
Company")  has  granted  to  the  North  Shore  Company  the 
right  to  operate  its  cars  and  trains  over  that  portion  of  the 
South  Side  Company's  tracks  in  said  North  Shore  Agree- 
ment described  and  defined  as  "South  Side  Terminal,"  and 
said  grant  to  become  effective  requires  the  consent  of  the 
South  Side  Company; 

Now,  THEREFORE,  in  consideration  of  the  agreements  here- 
inafter contained  on  the  part  of  the  Northwestern  Company 
to  be  kept  and  performed,  the  South  Side  Company  hereby 
consents  to  the  grant  by  the  Northwestern  Company  to  the 
North  Shore  Company  of  the  right  to  operate  its  cars  and 
trains  upon  and  over  said  South  Side  Terminal  upon  the 
terms  and  conditions  in  said  North  Shore  Agreement  con- 
tained, and  for  such  operation  will  keep  and  maintain  the 
said  South  Side  Terminal  in  good  operating  order  and  re- 
pair. 

IT  Is  AGREED,  and  the  Northwestern  Company  guarantees, 
that  as  between  the  S'outh  Side  Company  and  the  North  Shore 
Company  the  liabilities  of  the  two  last  named  Companies  re- 
spectively for  accidents  and  injuries  on  the  said  South  Side 
Terminal  shall  be  fixed  and  determined  under  the  provisions 
of  Article  IX  of  said  North  Shore  Agreement,  the  name  of 


the  South  Side  Company  being  substituted  for  the  name  of 
the  Northwestern  Company. 

The  Northwestern  Company  agrees  to  pay  to  the  South 
Side  Company  for  its  said  consent,  for  each  calendar  month 
of  the  term  of  said  North  Shore  Agreement,  an  amount  equal 
to  the  number  of  car  miles  made  during  such  month  upon 
the  tracks  of  the  said  South  Side  Terminal  by  the  cars  and 
trains  of  the  North  Shore  Company  multiplied  by  the  rate 
per  passenger  car  mile  for  that  month  payable  by  the  North 
Shore  Company  to  the  Northwestern  Company  under  the 
terms  of  said  North  Shore  Agreement.  Payment  for  each 
month  shall  be  made  on  or  before  the  30th  day  of  the  succeed- 
ing calendar  month. 

IN  WITNESS  WHEREOF,  the  parties  hereto  have  executed  this 
agreement  contemporaneously  with  the  execution  of  the  said 
North  Shore  Agreement. 

SOUTH  SIDE  ELEVATED  EAILROAD  COMPANY, 

By  BRITTON  I.  BUDD, 
(CORPORATE  SEAL,)  President. 

Attest : 

WILLIAM  V.  GRIFFIN, 

Secretary. 

NORTHWESTERN  ELEVATED  EAILROAD  COMPANY, 

By  BRITTON  I.  BUDD, 
(CORPORATE  SEAL)  President. 

Attest : 

WILLIAM  V.  GRIFFIN, 

Secretary. 


STATE  OF  ILLINOIS,     )       . 
COUNTY  OF  COOK.     \  " 

I,  Ambrose  Ryan,  a  Notary  Public  in  and  for  the  County 
and  State  aforesaid,  DO  HEREBY  CERTIFY  that  Britton  I. 
Budd,  President,  and  William  V.  Griffin,  Secretary,  of 
South  Side  Elevated  Railroad  Company,  personally  known 
to  me  to  be  such  President  and  Secretary,  respectively,  and 
to  be  the  same  persons  who  executed  the  foregoing  instru- 
ment, appeared  before  me  this  day  in  person  and  acknowl- 
edged that  they  signed  the  foregoing  instrument  and  caused 
the  corporate  seal  of  said  Company  to  be  affixed  thereto,  as 
their  free  and  voluntary  act,  and  as  their  free  and  voluntary 
act  as  such  President  and  Secretary,  respectively,  for  the  uses 
and  purposes  therein  set  forth. 

GIVEN  under  my  hand  and  Notarial  Seal,  this  5th  day  of 
May,  A.  D.  1919. 

AMBROSE  RYAN, 
(NOTARIAL  SEAL)  Notary  Public. 


STATE  or  ILLINOIS,     / 
COUNTY  OF  COOK.     \ 

I,  Ambrose  Ryan,  a  Notary  Public  in  and  for  the  County 
arid  State  aforesaid,  DO  HEREBY  CERTIFY  that  Britton  I. 
Budd,  President,  and  William  V.  Griffin,  Secretary,  of 
Northwestern  Elevated  Railroad  Company,  personally  known 
to  me  to  be  such  President  and  Secretary,  respectively,  and 
to  be  the  same  persons  who  executed  the  foregoing  instru- 
ment, appeared  before  me  this  day  in  person  and  acknowl- 
edged that  they  signed  the  foregoing  instrument  and  caused 
the  corporate  seal  of  said  Company  to  be  affixed  thereto,  as 
their  free  and  voluntary  act,  and  as  their  free  and  voluntary 
act  as  such  President  and  Secretary,  respectively,  for  the 
uses  and  purposes  therein  set  forth. 

GIVEN  under  my  hand  and  Notarial  Seal,  this  5th  day  of 
May,  A.  D.  1919. 

AMBROSE  RYAN, 
(NOTARIAL  SEAL)  Notary  Public. 


